A Study on the Limited Partnership Act.
| Autor: | Wu, Tsung-Yeh, 吳宗曄 |
|---|---|
| Rok vydání: | 2015 |
| Druh dokumentu: | 學位論文 ; thesis |
| Popis: | 103 As economies change, the laws related to them should change with the times. Modern industry values efficiency and usefulness; a question of great interest to both the public and private sectors is how to rapidly match up technology developers with investors, or how to provide a platform that facilitates the development of such synergies. The corporate organizations of civil law system are limited from three capital principles. The original reason for constructing businesses as partnerships was the need for unlimited liability. Yet none of these organizational models are entirely capable of satisfying the needs of industry today. As a result unincorporated business organizations designed by law to have limited liability may emerge. In 2003, Taiwan’s legislature began studying the possibility of creating legislation to allow limited partnerships, and this investigation continued to 2007 without being successfully completed. Then in 2014 the legislature again began drafting such legislation, and it completed the legislative in June 2015, but the exploratory discussion about limited partnerships has now extended over ten years already. The nation’s industry does not necessarily have another ten years to wait. Therefore this study consists of a comprehensive review of academic opinion on the topic and uses surveys and interviews to investigate three major facets of limited partnership, including how to design a flexibility mechanism, a protective mechanism, and a taxation mechanism. Finally, the study will compare limited partnership under US, PRC and Japanese law, with the goal of identifying the Limited Partnership Act. that would be ideally suited to our country, and to provide a basis for making proposals and evaluating them. As regards the need for flexibility, this study suggests that charters for limited voluntary partnerships should respect the need for autonomy to permit allocation of profits when and how they see fit. With regards to a protective mechanism, this study recommends enhancing the rights of partners to supervise and inspect, improving the safe harbor provisions, and establishing transparent, public "general partner reputation mechanisms." As for taxes, we find that as long as industry is happy to use the Limited Partnership Act, it will expand the tax base, and extend the importance of civil law in the spirit of the limited partnership contract; the tax mechanism should be comparable to that of civil law partnerships which apply directly to households, but it’s tax should not be levied on the organization’s income, as with profit-seeking enterprises, in other words, tax mechanism should be corrected toward the direction of “pass-through”. This study reaffirms that limited partnership requires a high degree of organizational flexibility, while the tax system and civil partnerships could remain the same. Although much depends situations that occur along the dangerous road to reform, flexibility by itself is not sufficient to produce real economic achievement. |
| Databáze: | Networked Digital Library of Theses & Dissertations |
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