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Joint Venture Agreements

Joint Venture Agreements

Joint Venture Agreements

An unincorporated joint venture for a specific project. Two joint venture partners join forces to complete a particular project. The agreement ensures the relationship is characterised as a joint venture and not a partnership, agency or trust. A management committee is constituted to undertake the business of the joint venture and represent each party.


The Joint Venture Areement covers the mechanics of the joint venture project including:

  • Meetings of the management committee
  • Voting rights of joint venturers
  • Decision making procedures
  • Appointment of a project manager
  • Mutual indemnity
  • Winding up of the joint venture.
  • apportionment of profits and losses.

Most variables are contained in a Schedule to the Joint Venture Agreement for ease of drafting.

9 pages long.




Incorporated Joint Venture

The joint venture partners form a company through which to run the joint venture. The agreement covers formation of the company by four joint venturers. The number can be varied to a greater or lesser number of parties. Includes

  • Contributions of each party
  • Issue of share capital and ownership of shares
  • Composition of a board of directors
  • Decision making procedures
  • Management
  • Financial reporting
  • Transfer of shares
  • Valuation of shares
  • Exit of a party and disposal of shares
  • Non-competition
  • Confidentiality
  • Dispute resolution

Parties may be either companies or natural persons.

 28 pages long.



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Kalde & Associates

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