关于公司投资“特殊的普通合伙企业”的思考

目次一、公司投资特殊的普通合伙企业的现有立法二、公司作为特殊的普通合伙企业合伙人的立法理性三、特殊的普通合伙企业公司投资人责任的类型化解读四、公司投资特殊的普通合伙企业法律制度的完善五、结语2006年8月27日,第十届全国人民代表大会常务委员会第二十三次会议修订了1997年2月23日通过的《中华人民共和国合伙企业法》(在下文中,1997年通过的《中华人     

普通合伙人能否与本合伙企业进行交易

我与王某等六人同为一家从事食品加工的合伙企业的普通合伙人，合伙协议约定王某作为企业负责人，对外代表合伙企业，执行合伙事务。近来，我们其他几个合伙人发现，王某将自家生产的产品销售给本合伙企业，且价格偏高。我们向王某提出交涉时，王某以合伙企业协议并未约定其表人不得与企业进行交易为由，拒绝采纳我们的意见。不知王某的这一说法是否正确？     

论美国有限合伙中普通合伙人的信义义务

信义义务作为强制性的法律规定和事后的救济手段,能够弥补契约不完全而产生的代理人承诺的空白,保护处于弱势地位的当事人的利益。我国法律虽然规定了有限合伙制度,但关于普通合伙人信义义务的规定还不完善。因此。借鉴美国法律的相关规定,完善我国普通合伙人信义义务的相关规定,是发展我国有限合伙制度的必然选择。     

合伙企业能否将合伙人强制除名

法官：2008年元月，我与李某、吴某各自出资50万元，成立了一家合伙企业。经过最初的艰难创业和不断打拼，至今已是经营红火，赢利颇丰。     

浅论特殊普通合伙的责任及我国特殊普通合伙制度的完善

我国《合伙企业法》中规定的特殊的普通合伙,与英美法中的有限责任合伙相类似。解决各类专业人士从业组织的专业特点与传统企业组织形式之间存在的矛盾为其根源,对于我国是一种全新的合伙形式。本文从特殊的普通合伙的特征入手,分析我国此种合伙的责任形式及完善的建议。     

有限合伙浅析

有限合伙在英美等国家是一种重要的企业组织形态,经过长时间的论证,我国在新颁布的《合伙企业法》中已经明确规定了这项制度,这对于我国市场经济主体的繁荣发展无疑是一种有力的促进。本文旨在结合新法对有限合伙制度做了简要的分析,对其特征优势及立法中存在的问题进行讨论,以期对这一制度有更加深入的体会。     

论合伙企业的法律地位

合伙法律制度的核心便是合伙人承担的法律责任问题.合伙不具有法人地位,一方面,本着刺激投资,拉动经济发展的需要,必须要鼓励合伙的发展；另一方面,合伙的特殊性质需要对合伙债权人进行特殊的保护,而这种保护从根本上来说就体现在法律对合伙人法律责任的规制上.我国目前已经形成了从《民法通则》,《最高人民法院关于贯彻执行《中华人民共和国民法通则〉若干问题的意见》,到2006年新修订的《合伙企业法》,以及相关配套法规的一系列比较完整的合伙法律体系.合伙的种类也发展到普通合伙企业,特殊的普通合伙企业,有限合伙企业.     

合伙企业有限责任的相关法律问题分析

修订后的《合伙企业法》规定了两种合伙组织形式,即普通合伙企业和有限合伙企业。本文通过对有限合伙责任的概述来分析有限合伙企业的本质及有限合伙人的身份和条件,进而分析有限合伙人该如何承担其债务而引述的"有限责任"的法律要件。     

普通合伙人转让份额行为的法律规范

普通合伙人未经其他合伙人同意转让合伙份额的效力问题,因我国法律没有规定,存有法律漏洞.合伙企业法中对商事合伙有明确规定,既需其他合伙人同意,因此可以类推使用方式对普通合伙中普通合伙人未经其他合伙人同意转让合伙份额的效力问题进行漏洞补充.     

美国有限合伙法中合伙人之信义义务

有限合伙是风险投资的一种通行组织形式,在美国已建立起比较完善的法律体系,我国目前正着手有限合伙的立法工作,而2001年美国第三次修订了统一有限合伙法,其中的规定值得我国借鉴。根据这部新的统一有限合伙法,普通合伙人对合伙企业和其他合伙人负有信义义务而有限合伙人不负有信义义务。     

Personality Disorder Symptoms in Women as a Result of Chronic Intimate Male Partner Violence

This study explores the personality disorder symptoms of women victims of intimate male partner violence (IPV), after controlling for the contribution of experiences of childhood abuse. Victims of both physical and psychological violence (n = 73) or psychological violence alone (n = 53) were compared with non-abused control women (n = 52). Information about sociodemographic characteristics, childhood abuse, and personality characteristics (MCMI-II) was obtained through face-to-face structured interviews. Women victims of IPV had higher scores than controls in schizoid, avoidant, self-defeating personality scales, as well as in the three pathological personality scales (schizotypal, borderline and paranoid). Both physical and psychological IPV were strongly associated with personality disorder symptomatology, regardless of the effects of childhood abuse. These findings underscore the need to screen for personality disorder symptoms in women victims of IPV when dealing with therapeutic interventions.     

Intimate Partner Violence within the Chinese Community in San Francisco: Problem Gambling as a Risk Factor

A total of 31 Chinese community members (8 males and 23 females) were recruited from three social service agencies in San Francisco (Donaldina Cameron House, Richmond Area Multi-Services, and St. Mary’s Chinese Center) to participate in a study examining the relationship between problem gambling and intimate partner violence (IPV). A survey approach was taken which assessed the participants’ demographic characteristics including age, gender, country of birth, and employment, as well as factors relating to their intimate partners, including partner’s alcohol abuse and problem gambling. Younger participants and those whose partners were problem gamblers were more likely to experience IPV. However, partner’s problem gambling was a significant predictor only at the ten-point cutoff on the South Oaks Gambling Screen (SOGS) (Lesieur and Blume, American Journal of Psychiatry, 1987) and not at the five-point cutoff. Chinese participants whose partners were problem gamblers (SOGS ≥ 10) were 27.5 times more likely to experience IPV. Findings are discussed and social work practice, policy, and research implications are highlighted.

企业并购融合的沟通问题探讨

企业并购不仅是有形资产的合并而且是企业文化、人力资源的有效整合。沟通是企业并购过程的重要活动,是实现企业并购整合的重要途径。     

Intimate Partner Violence as a Risk Factor for Mental Disorders: A Meta-Analysis

This article reviews literature on the prevalence of mental health problems among women with a history of intimate partner violence. The weighted mean prevalence of mental health problems among battered women was 47.6% in 18 studies of depression, 17.9% in 13 studies of suicidality, 63.8% in 11 studies of posttraumatic stress disorder (PTSD), 18.5% in 10 studies of alcohol abuse, and 8.9% in four studies of drug abuse. These were typically inconsistent across studies. Weighted mean odds ratios representing associations of these problems with violence ranged from 3.55 to 5.62, and were typically consistent across studies. Variability was accounted for by differences in sampling frames. Dose-response relationships of violence to depression and PTSD were observed. Although research has not addressed many criteria for causal inferences, the existing research is consistent with the hypothesis that intimate partner violence increases risk for mental health problems. The appropriate way to conceptualize these problems deserves careful attention.     

Gender Differences in the Connections Between Violence Experienced as a Child and Perpetration of Intimate Partner Violence in Young Adulthood

This paper uses longitudinal and nationally representative survey data to investigate the direct relationship between three forms of child maltreatment (neglect, physical abuse, and sexual abuse), and future intimate partner violence (IPV) perpetration in the USA. We further examine the indirect effect that child maltreatment has on future IPV perpetration through the presence of youth violence perpetration, and the roles of socioeconomic factors on committing youth violence and IPV. Analyses indicate that gender differences exist for the developmental relationship between child maltreatment and young adult IPV perpetration, and the effects of socioeconomic factors on youth violence and IPV perpetration. For males, the direct effects of being neglected/physically abused as a child on IPV perpetration are not significant. However, the indirect effects of being neglected/physically abused on IPV perpetration through the presence of youth violence perpetration are significant. For females, the direct effects of being neglected/physically abused on IPV perpetration are significant. The indirect effect of being neglected on IPV perpetration is significant, while the indirect effect of childhood physical abuse is not significant. Childhood sexual abuse is not significantly directly associated with IPV perpetration for females; however, for males, it is the strongest (i.e., largest effect size) direct predictor of IPV perpetration. The indirect effects of childhood sexual abuse on IPV perpetration are not significant for both females and males.

Drinking,Alcohol Problems and Intimate Partner Violence Among White and Hispanic Couples in the U.S.: Longitudinal Associations

This paper examines longitudinal associations between drinking, alcohol problems and male-to-female (MFPV) and female-to-male partner violence (FMPV) in a national sample of White and Hispanic couples in the United States. The study uses general population household survey longitudinal data collected in 1995 and in 2000. Subjects (18 years or older) constitute a random sample of married and cohabiting couples in the 48 contiguous United States. In 1995, a total of 1,635 couples completed the interview for a response rate of 85%. In 2000, face-to-face interviews were completed with 1,392 couples in their homes. The present analyses include 406 White and 387 Hispanic couples, who remained intact at the follow-up. Alcohol volume, alcohol problems, MFPV and FMPV in 1995 significantly predicted these same behaviors 5 years later. For White couples, female alcohol problems predicted FMPV in 1995. For Hispanics, female alcohol problems predicted FMPV only in 2000. The relationships between the three alcohol variables and MFPV and FMPV are not static, changing across ethnic groups over time. Findings suggest that once a behavior is present, it tends to be a strong predictor of that same behavior in the future.     

Applying NIBRS Data to the Study of Intimate Partner Violence: Massachusetts as a Case Study

Using data from Massachusetts, we illustrate three ways in which National Incident-BasedReporting System (NIBRS) data can improve the collection of importantinformation on intimate partner violence. First, because NIBRS usesincident-based reporting, data are collected on all crimes associated witheach incident. In our sample of women victimized by an intimate partner, 10%had experienced more than one crime during the incident. Second, NIBRSinvolves expanded data collection on the offender–victim relationship, aswell as reporting about additional offenses. For female victims, partnerswere more likely than nonpartners to commit the crimes of simple assault,intimidation, and aggravated assault. For crimes involving male victims, anaquaintance was most likely to be the offender. Third, NIBRS data allow usto connect information about the incident, the offender(s), and thevictim(s). Our data indicted that several victim- offender-, and incident-relatedvariables were risk factors for injury, including victims ethnicity,offenders relationship to the victim, offender's use of a weapon, whether or not thecase was cleared, type of crime committed, and whether or not drugs and/or alcoholwere involved in the incident. Although there are several limitations to NIBRSdata, its potential usefulness to the study of intimate partner violence deserves furtherattention.     

Intimate Partner Violence: The Role of Suspect Gender in Prosecutorial Decision‐Making

Utilizing a sample of 8,461 cases involving heterosexual intimate partner violence, this paper examines the role of suspect gender in prosecutorial decision‐making. Four decision points are assessed: the decision to file charges (versus rejection for insufficient evidence); to file as a felony (versus a misdemeanor or probation violation); to dismiss for insufficient evidence (versus full prosecution); and to reduce felony charges to a misdemeanor or violation of probation. Suspect gender was found to be statistically significant in relation to all four outcomes in favoring female over male suspects. Numerous interaction effects were observed between gender and measures of prior arrest and offense severity in particular, suggesting that prosecutors distinguish between male and female suspects across these variables. We suggest that these data provide some support for recent qualitative research suggesting that court personnel are responsive to the gendered asymmetry of intimate partner violence, and may view female intimate violence perpetrators more as victims than offenders.     

Perceived Risk for Future Intimate Partner Violence among Women in a Domestic Violence Shelter

Research investigating women’s risk assessments for intimate partner violence (IPV) shows that women can predict future violence with relative accuracy. Limited research has investigated factors that are associated with perceived risk and the potential behavioral consequences of victim risk perception. Results from a survey of women in a domestic violence shelter (N = 56) indicated that women perceive lower risk of future violence if the abusive relationship were to end and higher risk of violence if it were to continue. Certain abuse experiences were related to elevated perceptions of personal risk for future violence. Further, perceived personal risk predicted the women’s intention to terminate their relationship upon leaving shelter. Results are discussed as they may inform interventions preventing IPV.