personenlose Gesellschaft

15:41 Nov 28, 2015 

- a bit of a contradiction in terms.

Rather, *if* all Kommanditgesellschaften, 'the partnerships are ones without any (personal) members'. If not and a mixture of GmbH, AG and KG: 'the entities or associations (vs. corporations) concerned are (all) ones without...'. Both partnerships and cos. can have members. Have to rush out now. Maybe someone else can take over...

15:29 Nov 28, 2015 

Would the following be correct then:
"The companies are partnerships without natural persons."

14:34 Nov 28, 2015 

Your 'Argumentation', Albrecht, namely line of argument is a good one. Howbeit, in this context of a KG or GbR and *not* a Sondervermögen that has no members, human or corporate http://www.forum-bauland.nrw.de/strategie/dortmund.html personenlos means 'ohne natürliche Person'.

If the drafter of this contract of sale of limited partnership shares wants to be original and indulge in creative legal drafting, then let this KudoZ exchange serve as a first and the reference self-generating.

14:03 Nov 28, 2015 

I really can't follow the argumentation here: "If the latter *partnership* (KG) has no human partners, but a Komplementärin as a general corporate partner only, it is a 'personenlose Gesellschaft'." - A Komplementärin is either a natural person or a corporate entity, both of which are "persons" by German law. So, where does the "personenlos" kick in??? I know it's not the best source, but just to quote Wikipedia: "Sowohl natürliche als auch juristische Personen können Komplementär sein."

01:05 Nov 28, 2015 

is the "Komplementärin"/GmbH = general (corporate) partner? Yes, jawohl. But is not the 'personenlose Gesellschaft' (pG). It is my hunch that the GmbH is - or the GmbHs are - the sole member(s) of the KG/limited partnership as the "personenlose Gesellschaft".

Both limited companies (GmbH) and private individuals (Kommanditisten) can be the members of a German, UK, US and Canadian general and limited (liability) partnership. For some reason, even chartered accountants, bankers and some English & Welsh lawyers who have scored distinctions in company & partnership law (gulp!) can't get their heads around this one.

If the latter *partnership* (KG) has no human partners, but a Komplementärin as a general corporate partner only, it is a 'personenlose Gesellschaft'.

00:56 Nov 28, 2015 

The question refers to a limited partnership = Kommanditgesellschaft. Your comment suggests that this is a corporation, namely a body corporate or a corporation aggregate - an extremely sophisticated point if intentional.

00:55 Nov 28, 2015 

As Adrian mentioned, this text does deal with several GmbH and both, "Kommandisten" and "Komplementärinnen"

is the "Komplementärin" = "personenlose Gesellschaft" = general partner ?

00:16 Nov 28, 2015 

Could we have a few sentences of context please?
And doesn't Gesellschaft mean corporation?

23:46 Nov 27, 2015 

... without any employees (I mean, none at all; everything is done by independent contractors)? At least this is the context I'm familiar with the phrase.