China's foreign-invested limited partnership enterprise : an analysis of its legal personality, limited liability and transferable ownership interest

Since a reform in 2010, foreign investors can establish a Foreign-Invested Limited Partnership Enterprise (FILPE) in China together with Chinese or foreign investors. The FILPE can be combined with a domestic or foreign corporate general partner, thus allowing for a structure that offers the flexibility and taxation conditions of a partnership while protecting its investors against personal liability like a company. The book explores from the perspective of a foreign investor if the FILPE is an attractive investment vehicle by analysing whether it provides the characteristics that are internationally recognized as constituting a standard corporate form. Among these characteristics, the three that are most strongly interconnected and interdependent form the core of the analysis: legal personality, limited liability and transferable ownership interest. These are analyzed in context of China's restrictive framework of foreign investment regulations and enterprise organization law. ASince a reform in 2010, foreign investors can establish a Foreign-Invested Limited Partnership Enterprise (FILPE) in China together with Chinese or foreign investors. The FILPE can be combined with a domestic or foreign corporate general partner, thus allowing for a structure that offers the flexibility and taxation conditions of a partnership while protecting its investors against personal liability like a company. The book explores from the perspective of a foreign investor if the FILPE is an attractive investment vehicle by analysing whether it provides the characteristics that are internationally recognized as constituting a standard corporate form. Among these characteristics, the three that are most strongly interconnected and interdependent form the core of the analysis: legal personality, limited liability and transferable ownership interest. These are analyzed in context of China's restrictive framework of foreign investment regulations and enterprise organization law Front Matter ....Pages i-xix Introduction and Concept (Stephan Kuntner)....Pages 1-30 Front Matter ....Pages 31-31 The Concept of Foreign Direct Investment in China (Stephan Kuntner)....Pages 33-35 Joint Venture Enterprises as Sino-Foreign Alliances (Stephan Kuntner)....Pages 37-94 Partnership Enterprises as Sino-Foreign Alliances (Stephan Kuntner)....Pages 95-171 The Use of FIPE as Business Organisation in China (Stephan Kuntner)....Pages 173-195 Summary of Part I (Stephan Kuntner)....Pages 197-198 Front Matter ....Pages 199-199 Legal Personality (Stephan Kuntner)....Pages 201-230 Limited Liability (Stephan Kuntner)....Pages 231-283 Transferable Ownership Interest (Stephan Kuntner)....Pages 285-353 Summary of Part II (Stephan Kuntner)....Pages 355-356 Front Matter ....Pages 357-357 Summary of the Book (Stephan Kuntner)....Pages 359-360 Back Matter ....Pages 361-377 Introduction and Concept -- Part I: Basic Principles of Chinese Partnership Law -- The Concept of Foreign Direct Investment in China -- Joint Venture Enterprises as Sino-Foreign Alliances -- Partnership Enterprises as Sino-Foreign Alliances -- The use of FIPE as Business Organisation in China -- Summary of Part I -- Part II: FILPE as a 'Standard Corporate Form' -- Legal Personality. Limited Liability 207 -- Transferable Ownership Interest -- Summary of Part II -- Part III: Conclusion -- Summary of the Book