略论隐名合伙

隐名合伙本质上应是隐名投资合同，而非商事合伙组织，与有限合伙、两合公司、挂名投资等形似而神异。隐名合伙的性质决定了其适用范围的有限性，隐名合伙的双方当事人都具有严格的身份限制，隐名合伙人仅限于自然人，出名营业人则主要是独资企业主。隐名合伙关系中隐名合伙人的隐名性暗合了部分国人不愿露富的传统文化心理，具有不同于有限合伙的优势和特色，同时也潜藏着一定的投资风险。隐名合伙的立法模式选择，权宜之计是通过合同自由的司法解释承认其存在的合理性与正当性，理想方案则是将其作为一种有名合同纳入民法典债编。

Issues On Anonymous Partnership

Anonymous partnership is an anonymous invest contract in essential,but not a business organization.it is different from limited partnership,two-Joint Company and investment by others name.The quality of anonymous partnership determines its scope limitation to apply to.Its parties are strictly defined in identity.Anonymous party is limited within nature persons.The businessman who provides his name is mainly Solely-owned company.Anonymity of party reflects people's custom that they do not like to show off their warfare,it has advantage and character different from limited partnership,but at same time it contains some risk of invest.As regard its legislation model,an expedient is to admit its rationality and justice by judicatory interpretation,an ideal one is to prescribe it as a named contract in the debt part of civil code.