POSSIBLE JOINT VENTURE - DEVELOPMENT SITES - 177798_1

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CHECKLIST POSSIBLE JOINT VENTURE - DEVELOPMENT SITES Notes and Points 1.

Status of existing agreement - that is, In whose name are the agreements? How is title(s) to be owned.

2.

Structure of joint venture - JV company or by unincorporated joint venture between two companies, either principal companies or 100% wholly owned subsidiaries - whether or not these companies form a partnership is debatable.

3.

Deposit and feasibility fees, eg architect, legal etc to get show on road.

4.

Ongoing funding: (i) (ii) (iii) (iv) (v)

Outgoings. Equity input. Debt (question also how to fund debt while project ongoing). Taxation. Who to arrange debt facilities.

5.

Style of development - staged development or not - timeframe - budgets - plans etc.

6.

Manner of sales - half each or half share of whole.

7.

Voting and management rights: (i) (ii) (iii) (iv) (v) (vi)

8.

Profit sharing: (i) (ii) (iii)

9.

Expenses. Debt reduction. Surpluses.

Possible structure variations: (i) (ii) (iii)

10.

100% agreement? Communication. Access to records. Authority to bind - subcontracts etc. Alterations. Confidentiality.

Put option (that is requirement by one party for other to buy it out) or assignment of interest - are these allowable? Introduction new parties to venture, eg funding partner. Failure by one party to meet obligations - does this terminate agreement or trigger buy out provisions?

Professional support, eg architects, surveyors, project managers, construction, legal, accounting and audit.


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