course content
TO BE ANNOUNCED
Content
MODULE 1: Introduction to joint ventures
- What is a joint venture?
- Definition of joint venture agreements
- Types of joint ventures (equity, contractual, consortiums and strategic alliances)
- Joint venture structures (corporate, partnership, contractual, EEIG's).
- Why joint venture agreements are important
- When are joint venture agreements appropriate
- Benefits and risks (advantages and disadvantages of joint venture structures
- Overview of legal system and relevant laws and regulations in Cyprus.
- Case studies of successful joint ventures in Cyprus
MODULE 2: Pre-drafting considerations
- Key considerations before drafting a joint venture agreement in Cyprus
- Why is due diligence important
- How to conduct due diligence on potential partners
- Skills for identifying goals and objectives of the joint venture
- Assessing risks and potential pitfalls of the joint venture and communicating them to the clients.
- The use of a term sheet and its importance
- How to effectively use a term sheet and
- Examples of term sheets.
MODULE 3: Drafting the corporate joint venture agreement Part 1
- Structure of a corporate joint venture agreement in Cyprus
- Clauses to include in the agreement
- Drafting clauses dealing with introduction and purpose of the joint venture
- Drafting ownership, contributions and management of the joint venture
- Drafting for contributions of the parties
- Drafting for decision making processes
- Drafting for confidentiality and non-disclosure
- Drafting for protection of intellectual property rights
- Drafting for termination and dissolution of the joint venture (exit strategies and key considerations when drafting).
MODULE 4: Drafting the corporate joint venture agreement Part 2
- Drafting for potential deadlocks in each type of joint venture.
- Drafting for dispute resolution
- Financing of joint ventures and distribution of profits clauses.
- Important boilerplate clauses to include
- Drafting tips and best practices, Using clear and concise language, Avoiding ambiguities and inconsistencies
- Ensuring completeness and coherence, Reviewing and revising the agreement
- Common mistakes to avoid
- Checklist to have in mind when drafting.
MODULE 5: Specific considerations: JV
- The company law requirements in Cyprus
- Intellectual property considerations
- Tax implications for joint ventures in Cyprus
- Employment law considerations in joint ventures
- Liability and indemnification considerations
- Competition law considerations
- Choosing the appropriate structure using case studies for your clients
- European Economic Interest Grouping considerations in detail
- Joint venture or shareholder agreement? Advising the client appropriately.
- Summary of the key considerations and steps for advising and drafting the joint venture agreement and or structure
- Questions and answers
- Conclusions.
This course is suitable for:
- Lawyers
- Advocates
- Legal advisors
- Contract managers
- Business owners and entrepreneurs involved in entrepreneurial activities.
- Legal professionals and lawyers.
- Corporate development managers.
- Financial professionals,
- Investment bankers
- Venture capitalists
- Private equity investors.
- Project managers
- Government officials and regulators.