The article inquires into the theories and operation of the limited partner's derivative action in the context of China. The revised Partnership Enterprise Law provides a new remedy for the limited partner to pursue an action in its own name to safeguard the interests of the limited partnership. However, the law does not set forth a basic legal framework for bringing such an action. By identifying the special features of the private equity market of China and the deficiency of other remedial mechanisms to the limited partners, this article discusses the needs of the derivative action in the private equity limited partnerships. It also proposes special rules that are in line with the Chinese market condition.

Lubaroff and Altman on Delaware Limited Partnerships is the first complete guide containing everything needed to form, operate and dissolve a Delaware limited partnership. Includes forms prepared by the authors, explanations of every statutory section, and analysis of fiduciary duties, protections, reorganization, foreign limited partnerships, derivative actions, and indemnification rights. By Martin I. Lubaroff and Paul M. Altman. The text of every section of the Delaware Revised Uniform Limited Partnership Act, as revised from 1983 through 2011, is set out in full, showing additions and deletions in each version of the act. The explanations of every statutory section cover all practical aspects of forming, operating, and dissolving a limited partnership. Thorough explanations of statutory provisions are integrated with detailed analysis of case law from Delaware. Plus, timely coverage is given to critical legal issues: Fiduciary duties of the partners Protections related to the liability of limited partners Defining the financial aspects of the limited partnership General and limited partners Reorganization of a limited partnership with or into other types of business entities Foreign limited partnerships Derivative actions Indemnification rights that can be granted to partners under a partnership agreement Delaware limited liability companies Previous Edition: Lubaroff and Altman on Delaware Limited Partnerships, ISBN 9781567062885

In-depth analysis of the derivative action in Asia - a critical part of Asian corporate law and governance.

The first complete guide containing everything needed to form, operate and dissolve a Delaware limited partnership, including forms prepared by the authors, explanations of every statutory section, and analysis of fiduciary duties, protections, reorganization, foreign limited partnerships, derivative actions, and indemnification rights. By Martin I. Lubaroff and Paul M. Altman. The text of every section of the Delaware Revised Uniform Limited Partnership Act, as revised from 1983 through 2011, is set out in full, showing additions and deletions in each version of the act. The explanations of every statutory section cover all practical aspects of forming, operating, and dissolving a limited partnership. Thorough explanations of statutory provisions are integrated with detailed analysis of case law from Delaware. Plus, timely coverage is given to critical legal issues: Fiduciary duties of the partners Protections related to the liability of limited partners Defining the financial aspects of the limited partnership General and limited partners Reorganization of a limited partnership with or into other types of business entities Foreign limited partnerships Derivative actions Indemnification rights that can be granted to partners under a partnership agreement Delaware limited liability companies

Written for both the expert and the novice, this book not only reviews the legal framework for derivative actions but also provides a practical guide to the application of legal principles. Shareholder Derivative Litigation: Besieging the Board reviews each of the legal doctrines relevant to derivative actions, including the demand and standing requirements, potential board responses to demands, the use of special litigation committees, procedural issues in derivative litigation and the business judgment rule's application to derivative litigation. This comprehensive legal study features an up-to-date listing of state derivative action statutes and rules, plus analysis of other significant developments, such as the effect of the Dodd-Frank Wall Street Reform and Consumer Protection Act on shareholder derivative litigation and recent case law concerning the demand requirement and attorneys' fees. It also delivers a wealth of useful working tools, including an easy to follow flow chart, relevant code sections and model forms.

This easy-to-read, Qandamp;A resource includes 300+ answers to help you custom design an LLC or LLP, weigh the pros and cons of converting your business to an LLC or LLP, capitalize on the advantages of converting to an LLC or LLP, ensure IRS compliance and avoid andquot;double taxationandquot; of revenues; also includes a state-by-state listing of statutory provisions regarding structure and organization; registration procedures and filing fees; a comparison chart of the LLC, LLP, regular and S corporation, limited partnership, and general partnership; with model operating agreements. By Alson R. Martin, Esq. For most companies, doing business as a limited liability company or partnership offers significant benefits. Limited Liability Company and& Partnership Answer Book's easy-to-read Qandamp;A format makes clear and accessible both the legal rules and important business decisions regarding LLCs and LLPs. With more than 300 authoritative answers, you'll understand how to: Custom design an LLC or LLP that provides liability protection to principals and agents -- and one-time taxation of revenue Weigh the pros and cons of converting your business to an LLC or LLP Capitalize on the operational, tactical, and strategic advantages of converting to an LLC or LLP Ensure compliance with the IRS and avoid andquot;double taxationandquot; of revenues Set up accurate and efficient tax and accounting systems Use a family limited partnership or LLC in business succession planning Plus, this practical handbook contains a state-by-state listing of statutory provisions regarding structure and organization; registration procedures and filing fees; a comparison chart of the LLC, LLP, regular and S corporation, limited partnership, and general partnership; and model operating agreements.