First, according to the "Securities Investment Fund Law" (hereinafter referred to as the "Fund Law"), "Partnership Enterprise Law", "Partnership Enterprise Registration Measures", "private investment fund supervision and management of Interim Measures" (hereinafter referred to as the "Interim Measures"), "private investment fund managers and fund registration record (trial)" (hereinafter referred to as "registration approach") and other relevant regulations of the guidelines.

Second, private equity fund managers in the form of a limited partnership raised by the establishment of private equity investment fund, limited partnership agreement should be developed in accordance with these Guidelines (hereinafter referred to as the "Partnership Agreement"). The partnership agreement shall specify the essential provisions of the guidelines provided, the provisions of the guidelines necessary matters not, can refer to the content guidelines for private investment fund contract No. 1. Partnership agreement the parties entered into the agreement should meet the relevant laws, regulations, statutory basic requirements of the partnership agreement.
Third, the guidelines referred to partnership fund is an investor based on "Partnership Enterprise Law" set up limited partnership (hereinafter referred to as "partnership"), the general partner jointly and severally liable for partnership debts by the fund manager in charge private equity investment fund operations.
Fourth, the private equity fund managers and private equity investors should be declared as follows in the partnership agreement and commitment to the home page, including but not limited to:
Private equity fund managers to ensure that before the funds raised in China's fund industry association registered as a private equity fund managers, and setting out the administrator registration code. Private equity fund managers should be further statement to investors, China fund industry association for the private fund managers and private equity fund manager registration does not constitute an investment capacity of private equity fund managers, co-accredited continuing compliance situation; not as a property fund Guarantee. Private equity fund managers have to ensure that before the signing of this contract reveals the associated risks; already know about private equity investors' risk appetite, risk perception ability and affordability. Private equity fund managers in accordance with the principle of commitment to fulfill their duties, honesty, prudence and diligence in the management of the use of fund assets, profitability and lowest income of the Fund's activities does not make a commitment.
Private equity investors in its press statement "Interim Measures" to comply with the "Interim Measures" provides qualified investors requires disclosure to the final investor, sources and uses of the property to ensure compliance with the relevant provisions of the state, and has full understanding of the terms of the contract , understanding of the relevant rights and obligations, understand the risk-return characteristics of the relevant laws and regulations, and investment funds are willing to bear the investment risk and investment matters in line with the requirements of their business decision-making process; private equity investor commitments to private equity fund managers provided basic information about the investment objectives, investment preferences, investment restrictions, property income and risk tolerance and other true, complete, accurate, legitimate, there are no material omissions or misleading.
Fifth, the agreement of partnership funds shall have the following terms: