Limited partnership consists of general partner and limited partner. The general partner shall be jointly and severally liable for the debts of the partnership, and the limited partner shall be liable for the debts of the partnership to the extent of the capital contribution subscribed. Limited partnership consists of general partner and limited partner. General partners, that is, former partners, are mainly natural persons. Because it involves unlimited joint and several liability for the losses of enterprises, the specific requirements are stricter. If the general partner can't bear the responsibility, the interests of creditors will sometimes not be protected.

Wholly state-owned companies, state-owned enterprises, listed companies, public welfare institutions and social organizations may not become general partners. The reason why it is stipulated that these subjects cannot become general partners is that limited partners are liable for the debts of the partnership enterprise to the extent of their subscribed capital contributions, and therefore, their liability is limited to the "subscribed capital contributions". Therefore, as far as the status of limited partners is concerned, there is no problem for citizens, legal persons or other organizations. The rights of a limited partner are as follows:

1. A limited partner may conduct transactions with the limited partnership; However, unless otherwise agreed in the partnership agreement;

2. A limited partner may engage in business that competes with this limited partnership alone or in cooperation with others; However, unless otherwise agreed in the partnership agreement;

3. Limited partners may pledge their share of property in the limited partnership, unless otherwise agreed in the agreement;

4. According to the partnership agreement, it may transfer its share of property in the limited partnership to someone other than the partners, but it shall notify the other partners 30 days in advance.

Article 3 of the Company Law of People's Republic of China (PRC) is an enterprise legal person, with independent legal person property and legal person property rights. The company is liable for its debts with all its property.

Shareholders of a limited liability company shall be liable to the company to the extent of their subscribed capital contribution; Shareholders of a joint stock limited company shall be liable to the company to the extent of the shares subscribed by them.