Research On Individual Partnership Liquidation System

Individual partnership is a business model which has a long history. It becomes an integral part of economic organization form in modern society because of the characteristics of simple, flexibility and high credibility.Since "General Principles of Civil Law " has introduced, there has a statutory provisions of individual partnership at first time. However, after 20 years of accumulation,the development of economic society becomes very complicated, regulations on individual partnership after the termination of the liquidation in the "General Principles of Civil Law " which is badly lagged behind. In practice, caused by sort of problems, the hindering liquidation of individual partnership has not only injured the rights and interests of creditors, but also infringed the rights of weak partners, which is a main problem this thesis is studied on. This problem has its own reasons in two ways, which is, on the legislation, there has no stipulation in "General Principles of Civil Law " and its judicial interpretation referring to the right of appeal of partners, excepted protecting the rights of creditors;in the judicial practice, partner’s liquidation existed many restrictions, such as misunderstandings, design flaws, unknown subjects and unfree programs, etc, there has no protection of litigant’s rights and interests. Therefore, though analyzing the problems of individual partnerships’ liquidation, this thesis aims at proposing the related legal system and program design to protecting the vulnerable partner’s legal rights and interests in the individual partnership liquidation, and perfecting the system of individual partnerships, in turn, promoting the steady development of market economy in our country.This thesis has five parts, except introduction.Party one aims at clarifying the theoretical basis of the individual partnership liquidation system, on the basis of interpreting the related conception of partnership liquidation, which is stated that the value orientation of individual partnership liquidation.Part two poses questions, analyzes the operational obstacles of the system of individual partnership liquidation in the practice, and presents the four puzzles of judicial existed in the system of individual partnership liquidation, which is,the puzzle of judicial rules, the puzzle of procedural priming, the puzzle of evidence showing, and the puzzle of practical applications.Part three aims at analyzing problems to demonstrating the performance of the unbalance of system designing.Based on analyzing problems deeply, Part four aims at searching the theory and practical reasons of problems.Part five is the core of this thesis, which aims at exploring the balance design of the system of individual partnership liquidation, in turn, to protecting the rights and interests of vulnerable partner.