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Brief introduction of partnership

Brief introduction of partnership

Definition of the partnership
If you have some friends who can share hardship and pleasure that start an undertaking with you , can consider forming a partnership in the form . Legally, every two or more person, get together and do business in order to seek profit, it is the partnership business. All consequences in law are all under the care of partner, but not responsible for the name of the trading company of the partnership business. The composition and having of the partnership business is to succeed according to terms that the partner sign the agreement together. This kind of company is common in the service trade; If the advertisement acts as agent, the stock manager or the accounting firm.

The partnership usually has two kinds of forms : " Ordinary partnership " Is it agree on business of responsible foring to take by every partner, share duty, and debt in Company bear limitless responsibility. " Limited partnership " ; Undertaken the corporation loan of a certain limit by the one of them or several partners, it is willing to bear unlimited liability and there must be a partner at least.

Number of people that form a partnership
Partnership, divided into unlimited liability and two kinds of limited responsibility. The number of people of the partnership can't exceed 20 , is by the professional personage's partnerships made up , such as lawyer , accountant , securities manager ,etc.. Exceeds 20 people to register for the registered company.

There can't be over 20 partners while managing in partnership in limited responsibility. Among them must a person bears limitless responsibility at least , other partners can only bear limited responsibility .

Partner's obligation and right
Unlimited liability partnership, is controlled by " managing the regulations in partnership ". Very oral or written form concludes the agreement of partnership, delimit the obligation and right between the partners between the partners. If there is not a agreement of partnership between the partners, the provision that " manage the regulations in partnership ", all partners treat equally without discrimination, share and afford revenue and expenditure of the trading company together. The partnership, dismiss because any partner dies or goes bankrupt. In addition any partner can send out rational time and notify and notify all other partners to but the company that dismissal seeks.

According to " managing the regulations in partnership ", every form a partnership per capita to form a partnership representative of trading company, it is all right for Company's name to borrow money or sign a contract. All every foreign responsibility for forming a partnership and needing to shoulder the partnership per capitaly. Assets of partner's concurrent ownership partnership.

The limited liability partner can be a body corporate . So a limited responsibility is managed in partnership, can be acted as the unlimited liability partner by a person, another three limited company act as limited liability partner , formate a limited responsibility deal in in partnership.

According to the rule, the limited liability partner can't participate in the business of the partnership and administrative matters , not considered as forming a partnership the agent of the trading company either , but have the right to check accounts. If the limited liability partner participates in managing the business of the partnership, the liability that must be responsible for participating in producing during management with other partners together overallly.

Partner's change
The partner joins or withdraws, other partners must all agree. Partner joining newly, needn't be responsible for the liability in the past of the partnership! The partner just withdrawing from it, must still be responsible for withdrawing from the liability before the partnership. According to " managing the regulations in partnership ", all form a partnership the personnel are changed to some extent, should step on and announce in government's constitution newspapers and periodicals . Otherwise, the stranger can regard partner before altering as still effective members of forming a partnership at present . Another according to " business transfer regulations", partnership is it should publish notice distinguish upper and lower hand responsibility in two English newspapers and one Chinese newspapers to transfer.

Above-mentioned obligation and right about the partners, can be altered by the terms of the agreement of partnership.

Registration formalities
The legal procedure of making preparations to found the partnership is very simple, the partner need only send representative to the commercial registration point of tax bureau , fill in the commercial registration card application form, even the registration fee is returned together. But should look out, the commercial registration application form managed in partnership is different from individual proprietorship company.

Limited responsibility partnership, control " limited responsibility deal in the regulations in partnership ". Limited responsibility partnership, except running the commerce to register, must also register administration's registration in the company .

Dismissal of the partnership
Limited responsibility partnership, can dismiss because the unlimited liability partner dies or goes bankrupt . In addition, limited responsibility partnership must liquidate the procedure in accordance with " companies ordinance " registered company, ask the court to issue the order to dismiss .

Advantage of the partnership

Capital and credit source increasing
The partnership can shut several people's strength , introduce more capital investment, can make bank loan and other guarantee of credit, when give the loan to the partnership business bank, always think that its person who gives individual proprietorship than the loan of risk is low.

Better decision
The partner participates in the formulation of the business decision together, each one contributes the chief of institute, it should also be relatively good to do. And because most partner is it manage company affairs to participate in, managerial and relatively easy to divide the work even.

To expand the chance is greater than individual proprietorship
There are more fund and talent of management in the partnership, in order to supervise bigger enterprises of more staff and management.

Fraud place of the partnership

Unlimited liability
General partner must bear all unlimited liability of debt, no matter individual and must bear limitlessly related responsibility to the partnership all, even if a certain partner can bear he loss of a part that, that other partners must related compensation.

Continuing question forever of the company
If one partner dies, is imprisoned, sentenced to having no consciousness , or withdraw from enterprises, that partnership comes to an end.

Question of management
Because all form a partnership and have the right to conclude the agreement per capitaly with foreign countries in the name of partnership, so often there is bitterness at a loss as to what to do, and, if there are more partners, it is apt to cause having different views, it is difficult to coordinate but cause decision slowly.

Partnership's registration procedure

Step one : On what management and management should the partner plan to register its company and reach an agreement, including discuss and decide each partner's right in the company and the allocation proportions of responsibility and profit ,etc.. Though these agreements can be stipulated by oneself, stipulate with testimony via the lawyer, dispute that can exempt in the future . Our company is it is it draw up forming a partnership agreementing , details and is it please send telegram 2341 to charge simple to act on one's behalf to have too 1444 or Transfer by telegram Inquiry.

Step two : After the partner drafts the office , must have jurisdiction over the commercial registration administration under to the tax bureau during open the last month of company Apply for the commercial registration card .

Step three : The partner must fill in the application , and pay the license fee stipulated. Generally speaking , can settle the commercial registration card in an hour. Applicant can send by post and go to commerce to register the administration appointed form that fill in with appointed registration fee of amount of money too, commercial registration administration will send registration card to to open the address or the address which you appointed affiliated company.

Precautions
( 1) According to [commerce last regulations ],last place not showy of address operator must hang license plate not commercialing.
( 2) The term of validity of license plate is one year or three years, operators must make the choice while submitting and applying for the registration card . Please consult commercial registration fee to tabulate according to this.
( 3) At it submit application form,operator must copy copy ID card you (if for partnership, copy one in all partners' ID card) submit in the lump.
( 4) The operator has all right cash , the cheque or apt to handle affairs to pay the commercial registration fee.
( 5) Besides the commercial registration card, operators should apply for other license plates and can just begin to manage their business , if these business is more special, for example the wineshop or the securities intermediary's business,etc..
( 6) No matter individual proprietorship company and partnership, all there is no restriction on the thing that the operator's world is any special in laws in Hong Kong. That is to say , the operator can be a personage of any world. However, if the operator is not a Hong Kong resident, so, the operator must appoint a Hong Kong resident as representatives . Please note, any rights of business of agency contract that represent having, the responsibility represented is only limited to accepting government's mail. Our company can offer service of taking the post as representatives .
( 7) No matter individual proprietorship company and partnership, all need a address as opening of address lying in Hong Kong. Our company can offer the address of opening , please consult the details according to this.
( 8) If all partners are not Hong Kong residents, must appoint a Hong Kong resident to take the post as representatives of the company , bridge communicating with the tax bureau on company's tax matters as the company.

Dismissal of the partnership

Limited responsibility partnership, can dismiss because the unlimited liability partner dies or goes bankrupt . In addition, limited responsibility partnership must liquidate the procedure in accordance with " companies ordinance " registered company, ask the court to issue the order to dismiss .

The partnership registers the expenses
Service charge of our company: 150 dollars
Commercial registration fee: 335 dollars
Whether open the annual fee of address. 200 dollars
Take the post as the company representative to spend annually: 200 dollars
Altogether: 885 dollars

While handling taking: 5 workdays

The customer needs to offer the materials and file
1. Company's name (Chinese , English or Chinese and English)
2. Copy one in partner's ID card or the passport
3. The address proves the file copy, such as the form of charges for water and electricity, telephone rate form