专业团队

          合伙企业的清算人在清算期间执行以下事务：    清理合伙企业财产，分别编制资产负债表和财产清单。清算人一经确定，即应接管合伙企业及其全部财产，同时进行全面清理和核查，并在查实合伙企业全部财产及负债的基础上，分别编制资产负债表和财产清单。    处理与清算有关的合伙企业未了结事务。与清算有关的合伙企业未了结的事务，是指合伙企业解散前已经订立的目前尚在履行的有关合同事项；拖欠的职工工资和劳动保险费用；未结清的债权债务及有关纳税事宜等。清算人在处理合伙企业未了结业务时，有权根据清算工作的需要，对合伙企业解散之前，已经订立目前尚在履行的合同决定继续履行或终止履行，但是不得开展与合伙企业清算无关的新业务。对清算人决定终止履行的合同，合伙企业应当承担违约责任，因此给对方造成财产损失的，应当予以赔偿，违约金和赔偿金从合伙企业财产中支付。清算人在处理合伙企业未了结事务时应遵循以下原则：作出的处理决定必须合法；有利于保护合伙人、债权人的合法权益；有利于迅速了结合伙企业未了结的事务，尽可能减少损失。    清缴所欠税款。税收是国家财政收入的主要来源和经济建设的重要支柱，一切负有纳税义务的单位和个人均应依法履行纳税义务。在合伙企业解散时，清算人应当对合伙企业纳税事项进行清查，发现有欠缴国家税款的情况，应当及时报请国家税务机关逐项查实，并依法将所欠税款缴入国库。    清理债权、债务。所谓债权、债务，是指按照合同的约定或者按照法律的规定，在当事人之间产生的特殊的权利和义务关系。享有权利的人是债权人，负有义务的人是债务人。债权人有权要求债务人按照合同的约定或者依照法律的规定履行义务。清算人接管合伙企业后，应立即着手清理合伙企业的债权、债务，并依照合伙企业法规定的程序进行清理。如果合伙企业对某一特定的当事人既享有债权又负有债务的，其债权与债务可以相互冲销。     处理合伙企业在清偿债务后的剩余财产。即在将合伙企业的所有财产支付职工工资、缴纳税款和偿还债务后的剩余部分按照规定的比例在合伙人中进行分配。    代表合伙企业参与诉讼活动。这是法律赋予清算人的重要民事诉讼权利。根据这项规定，清算人有权就涉及合伙企业民事权利的问题代表合伙企业向人民法院起诉或者应诉。清算人在其职权范围内代表合伙企业参与民事诉讼的行为受法律保护。    清算人的职权在清算期间依法行使，在清算结束后即行终止。    参考法条：《中华人民共和国合伙企业法》第六十条

   The liquidators of a partnership enterprise shall carry out the following affairs during the liquidation period: clearing the property of the partnership enterprise, preparing a balance sheet and a property inventory separately. Once the liquidators are determined, they should take over the partnership enterprise and all its assets, conduct a comprehensive cleaning and verification, and prepare a balance sheet and a property inventory based on the verification of all the assets and liabilities of the partnership enterprise. Handle unresolved partnership affairs related to liquidation. The unresolved affairs of the partnership enterprise related to liquidation refer to the relevant contractual matters that have been concluded and are still being performed before the dissolution of the partnership enterprise; Delayed employee wages and labor insurance premiums; Outstanding debt and related tax matters. When dealing with the unfinished business of the partnership enterprise, the liquidators have the right to decide whether to continue or terminate the performance of contracts that have already been concluded and are still being performed before the dissolution of the partnership enterprise, based on the needs of the liquidation work. However, they may not engage in new business unrelated to the liquidation of the partnership enterprise. For contracts terminated by the liquidators, the partnership enterprise shall bear the liability for breach of contract. If this causes property losses to the other party, compensation shall be made, and the liquidated damages and compensation shall be paid from the partnership enterprise's assets. The liquidators should follow the following principles when dealing with unresolved affairs of the partnership enterprise: the processing decisions made must be legal; Beneficial for protecting the legitimate rights and interests of partners and creditors; It is conducive to quickly resolving unresolved affairs of the joint venture and minimizing losses as much as possible. Pay off the outstanding taxes. Taxation is the main source of national fiscal revenue and an important pillar of economic development. All units and individuals with tax obligations should fulfill their tax obligations in accordance with the law. When the partnership enterprise is dissolved, the liquidators shall conduct an inventory of the tax matters of the partnership enterprise. If any outstanding national tax payments are found, they shall promptly report to the national tax authorities to verify each item and pay the outstanding tax payments into the national treasury in accordance with the law. Clean up creditor's rights and debts. The so-called creditor's rights and debts refer to the special rights and obligations that arise between the parties in accordance with the provisions of the contract or legal provisions. The person with rights is the creditor, and the person with obligations is the debtor. Creditors have the right to demand that debtors fulfill their obligations in accordance with the contract or legal provisions. After the liquidators take over the partnership enterprise, they should immediately start clearing the partnership enterprise's creditor's rights and debts, and carry out the clearing in accordance with the procedures stipulated in the Partnership Enterprise Law. If a partnership enterprise has both rights and debts towards a specific party, their rights and debts can be offset against each other. Handle the remaining assets of the partnership enterprise after paying off debts. The remaining portion of the partnership enterprise's assets, after paying employee salaries, taxes, and repaying debts, shall be distributed among the partners in accordance with the prescribed proportion. Representing the partnership enterprise in litigation activities. This is an important civil litigation right granted to liquidators by law. According to this provision, the liquidators have the right to represent the partnership enterprise in filing lawsuits or responding to lawsuits to the people's court on issues involving civil rights of the partnership enterprise. The act of a liquidator representing a partnership enterprise in civil litigation within their scope of authority is protected by law. The powers of the liquidators shall be exercised in accordance with the law during the liquidation period and shall terminate upon the completion of the liquidation. Reference law: Article 60 of the Partnership Enterprise Law of the People's Republic of China