The Derivation of Partnership-type Business Entities and its scheme of Limited Liability

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Partnership-type Entities in America has changed from organizations based on Aggregation Theory (mainstream theory in 1910's～1980's) that are not stable as modern business entity, to organizations based on Entity Theory (mainstream theory since 1990's). And LLCs were born as derivatives of Partnership-type Entities, released from restrictions of tax law, taking opportunities of check-the-box regulation and Revised Uniform Limited Liability Company Act of 2006, and became to make freer internal structure. Recently, new controversies, for example, about series-LLC (LLCs that is a part of a LLC) have been occurred. On the other hand, in Japan, since Partnership Accounting is not acknowledged, the method of protecting creditors in Japan is different from America, regulations similar to corporation (Kabusiki-Gaisha) governs to JLLC (Goudou-Gaisha) and JLLP (Yugennsekinin-Jigyou-Kumiai).