关键词: 有限合伙制 , 委托代理 , 最优契约 , 线性契约

Abstract: This paper mainly studies on the partners  contract in private equity funds based on the principalagent theory. Human capital belonging to the general partner (the agent) is relatively scarce over money capital belonging to the limited partner (the principal), which entitles the general partner to the power in designing partners  contracts. Hence, the game structure is different with the one in traditional corporations.This research first shows the optimal contract conditions in the limited partnership funds corresponding to MirrleesHolmstromRogersonconditions in company funds, makes comparisons between them, and then theoretically explains the practice. The limited partnershipmechanism has advantage of incentive, and encourages the general partner to work harder to achieve higher earnings of funds. Later, this paper discusses the linear contract case and makes functional simulation.

Key words: limited partnership , principal-agent , optimal contract , linear contract