合伙是融“人合”与“资合”为一体的古老的经营组织方式。它组织简单、灵活，应变能力强，在我国经济建设中担任了重要的角色，发挥了积极的作用。《合伙企业法》是继《公司法》之后，按照投资方式、投资者责任形式等法律特征制定的又一部重要的市场主体立法，为企业的健康发展创造了平等的法制环境。但合伙这种形式多样，以合意为基础的组织为如何与国家宏观调控相协调的问题在立法中并未得到很好的解决。对立法遗留下来（也可以说是回避）的、有关合伙立法的三个重要内容———有限合伙的法律地位、合伙的法人资格以及法人的合伙主体资格问题，作者进行了理论分析和实践探讨。作者立足于经济体制改革的理论、政策和社会经济生活的现实，结合民事立法和司法实践的传统与共识，参考了国外的合伙理论和合伙规则，对这些问题作了正面的答复，并提出了一些立法构想和改进 Partnership is the ancient business organization that integrates “human combination” and “capital cooperation.” Its organization is simple, flexible and adaptable. It has played an important role in China’s economic construction and has played a positive role. The “Partnership Enterprise Law” is another important piece of market-oriented legislation after the “Company Law” and according to the legal features such as the mode of investment and the form of investor responsibility, creating an equal legal environment for the healthy development of the enterprise. However, this kind of partnership is not well resolved in the legislation in the form of how the organization based on consensus is coordinated with the national macro-control. The author analyzes the three important aspects of the legislation on partnership - the legal status of limited partnership, the legal personality of the partnership and the qualification of the legal person as the partner, which is left over from the legislation (can be avoided). The author makes theoretical analysis and practical discussion . Based on the theories and policies of economic system reform and the reality of social and economic life, the author has made a positive response to these issues with the tradition and consensus of civil legislation and judicial practice, with reference to the foreign partnership and partnership rules, and proposed Some legislative ideas and improvements