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The Formation, Management & Termination of Joint Ventures & Strategic Alliances
(22 Videos – 3 hours 57 minutes – £497 + VAT)
The course focuses on the nature, structure and objectives of joint ventures and strategic alliances and highlights the requirements for effective corporate partnership.
Participants will learn to assess whether a proposed joint venture is likely to be the most effective means of promoting a company’s activities into new markets, product lines or services.
Emphasis is placed upon the identification of a suitable partner and upon the establishment of a workable structure, an effective management and an efficient exit route.
The legal framework and related tax consequences of particular types of joint venture and strategic alliance are also outlined within the overall context of an essentially practical course.
Buy This Course For £497 + VAT
The Nature of Corporate Partnering
Optimum Structure – single or multi-party JV or strategic alliance (with or without equity)
Realistic Agreement – think for both sides and plan for divorce from day one
Specific Objectives – promoting internal change, speed to market, accelerating growth
Senior Partners, Junior Partners or Equal Partners – advantages & disadvantages for each
Selecting an Appropriate Partner
Motivation – entry to foreign markets, matching resources, supply chain management
Acquisition vs. Alliance – revolution vs. evolution, likely success
Clarification of Expectations – business plan, alliance strategy, SWOT analysis
Overall Corporate Objectives – developing a group-wide alliance strategy
Risk Analysis – relationship & performance risks, political & resource risks
Cultural issues – open, honest & polite vs. sharp, devious & heavy-handed
Compromise, Pressure & Conflict – how does a prospective partner react?
A JV is not an Acquisition – the result is very different from a Sale & Purchase Agreement
Common Law and Civil Law – practice is converging but important differences remain
Prohibitions or Financial Penalties? – how best to regulate on-going joint activities
Traps to Avoid – inappropriate partner, unsuitable structure, changing circumstances
Choice of Structure
Strategic or Transactional – agree the specific objectives, abandon pre-conceived ideas
Contractual Joint Ventures – simpler, cheaper, most tax efficient?
Corporate Joint Ventures – advantages, disadvantages, tax considerations
Dual Headed Structures – combined group, separate entity or twinned share
Loose Strategic Alliances – good fences make good neighbours
Partnerships – general partnership, limited partnership, limited liability partnership
EEIG – operating rules prevent profits
Societas Europaea – rules governed by the lowest common denominator
Managing a Joint Venture
Pre-Nuptial Agreement – marry in haste; repent at leisure
Preserve Corporate Secrets – avoid low level migration of confidential information
Avoid Dependency – a JV partner is an ally; not a friend
Avoid Educating a Competitor – an ally may become an enemy on termination of the JV
Avoid Conflict – identify and remove any sand in the machine before commencement
Essential Management Qualities – flexibility, team players, good at crisis management
Control Systems – procedures should cater for both senior and junior partners
Use of Committees – project management, liaison and working committees
Minority Protection – use of a shareholders’ agreement to entrench minority rights
Exit Planning – include termination procedures in the initial agreement: four flavours
Friendly – “We agreed that our relationship should end if this happened”
Default – “We can’t go on like this”
Mutually Assured Destruction – “We failed to meet our objectives. It’s all over”
Russian Roulette or Mexican Shoot-Out – “Get me out of here”
Picking Up the Bits – who keeps what and are there any continuing obligations?
Future Operations – embed JVs as a core competence by learning from past mistakes
Buy This Course For £497 + VAT