Managing partner means: this is equivalent to the CEO with decision-making power.
Managing partner is this person who owns the shares of the company and participates in the management of the company!
What is the partnership system? Partner system refers to a new enterprise system in which two or more partners own the company and share the profits of the company. A partner is the owner or shareholder of the company.
The characteristics of the partner system are as follows:
Partners enjoy the operating income of the enterprise and bear joint liability for operating losses; All partners can jointly participate in the operation, or some partners can operate, and the other partners only contribute and are responsible for their own profits and losses; The composition of partners can be large or small.
How much risk management income of business partners * * * is shared with business partners?
How to manage partners? Fiona Fang cannot live without rules. Now enterprises must use the system to restrain all employees, including themselves. The people who make the system and the supervision system should not use the same person. China's genetic awareness is more important than the legal system in some cases, so he formed the habit of doing everything by the book. Later, this happened, and the other party was embarrassed to speak because of the company's articles of association.
What is a personal partnership? Article 3 1 of the General Principles of Civil Law stipulates: "Two or more citizens provide funds, objects, technology, etc. According to the agreement, the partnership is called an individual partnership. "
According to the General Principles of the Civil Law of People's Republic of China (PRC), relevant judicial interpretations and relevant administrative regulations, the legal requirements for establishing individual partnership are:
First of all, the partners shall conclude a written agreement on the amount of capital contribution, surplus distribution, debt commitment, admission, withdrawal and termination of the partnership.
Second, individual partnerships can have brand names, handle industrial and commercial registration according to law, and engage in business activities within the approved business scope.
Third, if there is no written partnership agreement between the parties, and it has not been approved and registered by the administrative department for industry and commerce, but it meets other conditions of partnership, and more than two unrelated parties prove that there is an oral agreement, it should be recognized as a partnership.
What is the general partner directory?
concept
rights and duties
Limited partner
concept
The concept of general partner:
General partners refer to natural persons, legal persons and other organizations that bear unlimited joint and several liabilities for the debts of the partnership according to law. The Partnership Enterprise Law stipulates that wholly state-owned companies, state-owned enterprises, listed companies, public welfare institutions and social organizations shall not become general partners.
rights and duties
Rights and obligations of the general partner:
1. Rights of general partners
(1) management control. The general partner has complete management and control over the fund affairs and has the right to sign legal documents on behalf of the partnership fund, which is at the core of the limited partnership. According to Article 405 of the Limited Partnership Act of the United States, the partnership agreement can grant all or designated general partners the same voting rights as any kind of limited partners, individually or by other means.
(2) Get the annual management fee. The general partner can usually get 65438+ 0.5% ~ 3% of the total amount of the partnership fund managed by him, which is mainly used for the daily expenses of the general partner in managing the fund, such as rent, office expenses and communication expenses.
(3) the right to share the investment income of the fund. The agreement usually stipulates that the general partner invests about 1% of the total capital of the fund, but enjoys a share of about 20% of the investment income of the fund. Of course, as mentioned above, the sharing base is usually the balance after deducting the principal and interest costs, and sometimes even the benchmark income is deducted, and the income is calculated according to the combination of all investment projects of the fund.
2. Obligations of the General Partner
(1) Contribution obligation. General partners usually need to provide 1% of the total capital of the fund. Although the ratio of 1% is relatively small, because the total capital of the fund is very large, it is not a small amount for individual general partners. The purpose of requiring the general partner to contribute capital is to share the risk with the limited partner and prevent it from taking excessive risks.
(2) To be jointly and severally liable for the debts of the partnership. The general partner is responsible for the operation and control of fund affairs. In order to protect the interests of creditors who have dealings with the fund, the law stipulates that the general partner shall be jointly and severally liable for the debts of the partnership fund. The undertaking of joint and several liability constitutes a strong constraint on the general partner, which makes him truly fulfill his fiduciary obligations and responsibilities for the operation of the partnership fund and restricts the general partner from borrowing a lot in the name of the fund.
(3) Information disclosure obligation. The general partner shall regularly provide the limited partner with the financial statements of the fund, provide reports on the value and annual development of the enterprises invested by the fund, and invite the limited partner to attend the annual meeting of the fund.
(4) Trust obligations of general partners. In Anglo-American legal system, it is a generally accepted principle that directors and managers of companies have fiduciary duty to shareholders and controlling shareholders have fiduciary duty to minority shareholders. Then, in the limited partnership venture capital fund, does the general partner, as the fund manager, have the fiduciary obligation? Article 404(A) of the United Partnership Act of the United States stipulates the behavior standard of partners, and establishes the fiduciary responsibility of partners through the provisions of this behavior standard. There is a trust relationship between the general partner and the limited partner. General partners have fiduciary obligations to other general partners, limited partners and partnership enterprises.
The duty of good faith includes the limited duty of loyalty and the duty of caution. According to the principle of trust law, the duty of loyalty requires the trustee to restrain his behavior, not to use the trust for personal gain, and not to put himself in a position where the trustee's duties conflict with his personal interests or the interests of the third party he represents. As the manager of the venture capital fund, the general partner shall not put himself in a position that conflicts with the fund assets or the interests of the beneficiaries. The duty of care is mainly to avoid serious negligence or reckless behavior and intentional dereliction of duty or illegal behavior. Duty of care cannot be excluded by partnership agreement, but its standard can be reasonably reduced. Article 25 of China's "Trust Law" stipulates the trustee's duty of loyalty and prudence.
(5) Obligation to abide by the limited partnership agreement. As mentioned above, in order to restrain all kinds of opportunistic behaviors that the general partner may take, the partnership agreement sets a number of binding terms for all kinds of opportunistic behaviors that the general partner may take, and the general partner shall abide by the agreement and shall not violate it.
Limited partner
The difference between general partner and limited partner:
(1) Corporate Debt Liability
According to the provisions of the Partnership Enterprise Law, a limited partnership enterprise consists of a general partner and a limited partner group. & gt
How to manage funds with partners 1 Formulate the articles of association before the partnership, and finally register as a company in the industrial and commercial bureau.
2. The articles of association of the company shall specify the mode, amount and amount of contribution of shareholders.
3, the role of partners in the enterprise.
4. Apply for a company account and reserve two seals at the same time.
5. In addition to retaining a certain amount of working capital, the income is directly transferred to the corporate account of the company.
6. Establish a sound financial system, and stipulate the fund limit that the company manager can use or dispatch. Cashiers who exceed the limit can be paid directly by the manager. If the limit is exceeded, all partners must agree to quit. The financial personnel and the general manager are directly responsible to all partners, and their work is a coordinated relationship.
For example, who are the partners of the big four accounting firms? The four major accounting firms are divided into audit assistants, senior auditors, audit managers, senior managers, partners and management partners. Partners are generally employees in the company 12 years or more. They belong to the highest level and are called bosses. They get dividends and have their own independent secretary and office.
What types of partners are there in a partnership? There are the following kinds
1. General partnership, that is, general investors.
2. Limited partnership: it is a form of partnership composed of general partners and limited partners. The former is jointly and severally liable for the partnership debt, while the latter is liable for the partnership debt to the extent of capital contribution.
3. dormant partnership: a partnership in which one party contributes to the business operated by the other party, does not participate in the actual business activities, shares the benefits, and bears civil liability only to the extent of the contribution. Investors are called sleeping partners; The operating party is called a well-known operator and a well-known partner.
Partnership: refers to a profit-making organization established in China according to the Partnership Enterprise Law, in which all partners enter into an agreement, * * * jointly contribute capital, operate in partnership, * * * enjoy benefits, * * * bear risks, and bear unlimited joint and several liabilities for the debts of the partnership.
Conditions of establishment
1. Where there are more than two partners, they shall bear unlimited liability according to law:
2. There is a written partnership agreement
3. There is the amount of capital contribution actually paid by each partner;
4. Having the name of the partnership enterprise;
5. Having business premises and necessary conditions for engaging in partnership operation.
How to manage the advantages and disadvantages of opening a store in partnership? Nowadays, many people are keen to find partners when they open stores. These partners are either friends or relatives. Opening a store in partnership can not only raise more funds, give full play to everyone's strengths, but also reduce risks. After the comprehensive selection of partners, the daily management of enterprises can be much easier. Partners developing their own specialties and skills can not only improve the management level of enterprises, but also make the development prospects of enterprises better. Partnership ensures more sources of funds. With sufficient sources of funds, the scale, grade and grade of the enterprise will naturally increase accordingly, and we can brainstorm and do more things. Therefore, the partnership financing model can be said to be the best way for small and medium-sized catering enterprises to expand their operations and give full play to their potential. Of course, the disadvantages of partnership are also obvious. Restaurant owners should be prepared for this. Because for a business operator who has a long-term plan, any influence must be guarded against. 1. The partnership has unlimited debts. Because the funds involved in the opening from the preparation and decoration to the procurement of various items are tens of thousands, not a small sum. Therefore, if the operation of the funds is opaque, or some people doubt the whereabouts of the funds, or some people want to take the opportunity to occupy the public funds of the partnership, then there will be loopholes in the funds and the ensuing debts will continue. 2. The life span of hot pot partnership is limited. The behavior, illness and death of each partner will have an impact on the enterprise, and the death or bankruptcy of any partner will lead to the demise of the partnership. According to years of experience in hot pot catering, Laozi and Zhuangzi's spicy health hot pot put forward some suggestions for opening a store in partnership. Please refer to them. One: everyone's division of labor must be clear. Find a trustee among the partners. When managing the operation, shareholders shall not participate in order to avoid management confusion, but not participating does not mean that they cannot supervise. Problems found in management and operation should be solved and corrected in time to avoid the expansion of the problem. Two: the use of funds is transparent, ensuring that the whereabouts of each fund are clear and everyone knows when auditing the accounts. At the same time, we should audit the accounts regularly or irregularly to let all partners know the profit and loss of the store. 3. Dividends and currency reserve. In the process of store operation, to generate benefits, the purpose of partnership operation is to share dividends. In the process of dividends, we must consider the continuous operation of the store. Therefore, some funds must be reserved to ensure the normal operation of the store. Four: when one or some shareholders in the store have special circumstances (such as stock withdrawal, accident, equity transfer, etc.). ), it is necessary to take various preventive measures in advance. In order to avoid differences at that time, the store will be closed. Five: each partner must have a thorough understanding of the partner's reputation and financial security. Those with a bad reputation are determined not to cooperate with them. Otherwise, you can only lose yourself. Six: After selecting the manager, the partners should trust the manager, distinguish the nature and difference between the investor and the manager, and shall not interfere with the work scope of the manager. Generally speaking, as long as comprehensive consideration is given, the advantages of opening a store in partnership outweigh the disadvantages. I wish you success!