The difference between partnership (limited partnership) and limited company

Legal analysis: A partnership enterprise refers to an enterprise organization form established in China by natural persons, legal persons and other organizations in accordance with the Partnership Enterprise Law of People's Republic of China (PRC), in which two or more natural persons enter into a partnership agreement, * * * jointly contribute to the operation, * * * assume its own profits and losses, and * * * bear risks. There are general partnerships and limited partnerships. Among them, general partnership also includes special general partnership. A limited liability company refers to an economic organization registered in accordance with the Company Law of People's Republic of China (PRC) and the Regulations of the People's Republic of China on the Administration of Company Registration, which is established by shareholders with less than 50 employees, and each shareholder is limited to the company with the subscribed capital contribution, and the company is responsible for its debts with all its assets. Limited liability companies include wholly state-owned companies and other limited liability companies.

Legal basis: Article 23 of the Company Law of People's Republic of China (PRC) shall meet the following conditions for the establishment of a limited liability company: (1) The number of shareholders meets the quorum; (2) The capital contribution subscribed by all shareholders in accordance with the Articles of Association; (3) Shareholders * * * agree to formulate the Articles of Association; (4) Having a company name and establishing an organization meeting the requirements of a limited liability company; (5) Having a company domicile.

Article 2 of the Law of People's Republic of China (PRC) on Partnership Enterprises The term "partnership enterprises" as mentioned in this Law refers to general partnership enterprises and limited partnership enterprises established by natural persons, legal persons and other organizations within the territory of China in accordance with this Law.

A general partnership consists of general partners, who are jointly and severally liable for the debts of the partnership. Where this Law has special provisions on the liability form of general partners, such provisions shall prevail.

Limited partnership consists of general partner and limited partner. The general partner shall be jointly and severally liable for the debts of the partnership, and the limited partner shall be liable for the debts of the partnership to the extent of the capital contribution subscribed.