Joint Ventures And Shareholders Agreements

Joint Ventures and Shareholders Agreements concentrates on private joint venture companies established by two or more corporates. It offers a one-stop general guide to the issues relevant in structuring and negotiating agreements between two or more shareholders in any type of private company, be they corporate, individuals, institutional investors or a combination of these. Whilst the emphasis is on corporate vehicles, consideration is also given to certain aspects of non-corporate joint ventures with a comparison between various different types of venture. Designed specifically to be a working guide, Joint Ventures and Shareholders Agreements takes a procedural approach, considering all the legal issues and documentation involved. The book offers practical tips, highlights key commercial considerations, and provides time-saving flowcharts and checklists. This unique text will deliver you the guidance, insight and expert knowledge to ensure you have the advantage in any joint venture transaction, by enabling you to- 1. Determine the key issues involved; 2. Take effective instructions; 3. Draft good documentation using the precedents provided. The fourth edition covers all major changes relevant to the field of joint venture and shareholder agreements including- New UK merger guidance; Enterprise and Regulatory Reform Bill (it is currently a BiIl, but is expected to become an Act in 2013); EU Horizontal Agreements Guidelines; Article 101 TFEU and Competition Act 1998 update; Entrepreneur s relief and other tax law changes; Finance Act 2012. Previous edition ISBN- 9781847663443

The 3rd edition of this book is an unrivalled, practical guide to the law and practice relating to joint ventures and shareholders agreements. Extensively revised and brought right up-to-date, the new edition takes account of changes in the Companies Act 2006, along with numerous tax changes and overseas legal developments. The book includes a new chapter covering alternative structures and contains new case studies. Designed specifically to be a working guide, this unique text will deliver guidance, insight and expert knowledge to ensure you have the advantage in any joint venture transactions, by enabling you to: determine the key issues involved; take effective instructions; and draft good documentation using the precedents provided.

This guide to joint ventures takes a procedural approach, considering all the legal issues and documentation, and offers practical tips. It also highlights the commercial aspects to be taken into consideration.

This intensely practical book is dedicated to the shareholders’ agreement and its use in joint ventures, both national and international. Beneath its wealth of sample clauses and drafting suggestions lies a sound foundation in applicable law, across a wide spectrum of topics. The author explores minutely all three major types of ventures that typically use a shareholders’ agreement – the common law closely held corporation, the common law limited liability company, and the civil law limited liability company – in all the many varieties of each.

Baffled by joint venture and shareholder agreements? Guidance on the new PSC Register is just one of the things that small businesses need to understand. Helping you to identify the central issues involved in joint venture transactions, take effective instructions and draft good documentation using precedents, case studies and checklists. Now covers: Small Business, Enterprise and Employment Act 2015 (including the official guidance on new register of Persons of Significant Control (PSC Register) Latest tax rates and changes (including corporation and capital gains tax 2017/18 and entrepreneurs' relief) EU merger law changes (including the mergers simplification package and UK merger law changes) Key content includes: Preliminary considerations A discussion of the nature of joint ventures and shareholders' agreements Financing the venture Tax and accounting considerations for UK corporate joint ventures Regulatory matters Employment and pension issues Key issues in structuring and drafting UK corporate joint venture documentation and shareholders' agreements Deadlock and minority protection Voting rights and board representation Restrictive covenants Joint ventures and shareholders' agreements in practice Articles of association Transfers of assets EU and UK Competition law including Brexit issues.

This is a highly regarded Commercial Series book, with detailed & authoritative guidance on the law as it governs shareholders' agreements, & a practical explanation of how to draft them. This edition has been rewritten to take account of major changes.