Joint Ventures: Country Q&A Tool

Search the Country Q&A in the Joint Ventures Global Guide by question and jurisdiction.

Step 1: Check the boxes to select the questions and the jurisdictions for comparison.
Step 2: Click the "submit" button.
Step 3: Scroll down to view answers and check law stated dates for each jurisdiction.

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Domestic company joint ventures (JVs)

Regulation

1. Are JVs expressly regulated?

Types

2. Which types of JV are allowed?
 
3. Are corporate JVs subject to the corporate law?
 
4. Is the use of foreign language in a JV's founding documents (both corporate and contractual) restricted?
 
5. Are public officers (for example, public notaries) involved in a JV's formation procedure?
 
6. Are JVs registered with any local registries? Are public sector bodies' authorisations required for a JV's establishment?
 
7. What other formal requirements must be complied with to validly constitute a JV?

Permitted markets

8. Can the JV instrument be used in every market? Are there any restrictions to be considered and carefully assessed before investing?

Purpose

9. Can a JV be established with any purpose?

Share capital and participation

10. What possible forms of participation are there in a JV's share capital? How can a JV member contribute and are there statutory limits on the possibility to make contributions in kind?
 
11. Can a corporate JV's share capital be indicated by making reference to a foreign currency?

Duration and limits on membership

12. Are there statutory limits on a JV's duration?
 
13. Are there statutory limits on the number of members participating in a JV?

Public sector bodies

14. Can a public sector body enter into a JV agreement? Subject to what conditions? In particular, do public private partnerships (PPP) laws and regulations apply?

Non-competition and anti-trust clauses

15. Are there statutory constraints on the use of non-competition or anti-trust clauses in a JV agreement?

De facto company/partnership

16. Must the contractual JV satisfy any conditions to avoid falling within the definition of de facto company/partnership?

Limiting member liability

17. Can a JV agreement provide that a JV member can participate without incurring any risk, loss or reward?

Anti-trust

18. Do any anti-trust rules, guidelines or policies apply to a JV agreement?

Governance and limits on directors

19. Can the parties to a JV freely regulate the JV or are they subject to certain restrictions?
 
20. Are there limits or restrictions on the eligibility of an individual as a member of the board of directors/statutory auditor?

Termination

21. What legal regime applies to a JV's termination? Can a JV be terminated for just cause on request of one party?
 
22. Is the termination of a JV agreement subject to any public sector body's approval?

Choice of law and jurisdiction

23. Are there constraints on the choice of the law and the jurisdiction applicable to a JV?
 

JVs with foreign members

Validity and authorisation

24. What are the rules relating to validity and authorisation of JVs with foreign parties?

Effect of foreign membership

25. Are any of the rules relating to domestic company JVs (see Questions 1 to 23) different for JVs with members incorporated under, or governed by, the laws of a foreign country?

Economic or financial incentives

26. Are there economic or financial incentives for foreign direct investments in a JV?

Minimum investments/contributions

27. Are there mandatory minimum equity investments or contributions in kind thresholds for a foreign JV member?
 
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