Another common mistake in developing a joint enterprise agreement is to take into account only the positive results. No party will want to propose that the project may not be successful, but it is precisely in times of distress that the agreement is called into question. Business opportunities for your core business? For example, through licensing or distribution agreements? It is even more difficult to estimate legal fees when the trial has to get all the other shareholders to fix everything. If you have a majority stake, you may be able to ensure that the company`s business and assets are sold as a current business, so that the proceeds of the sale are distributed by dividends or return on investment in a subsequent liquidation between shareholders. Should the chairman of a shareholder meeting or board meeting vote? Who should be the president? If so, to whom? Z.B. to an interconnected group of shareholders first, then to others? Who should be entitled to the shares and how can they be allocated? Should there be different categories of actions and what rights should be attached to each of them? Decisions may depend on what each party contributes to or will contribute to the success of the joint venture; and what they are waiting for to get out of the joint venture. Are there any circumstances in which either party can apply for the termination of the joint venture? (z.B.: Most investors and other shareholders of private companies are pleased that the company is managed by management, as appointed by the founding shareholders or majority shareholders; but they want to build in the ability to protect their interests when they think things are going wrong. This could prevent “controlling” shareholders from driving the company too much with their own interests, or simply comforting minority shareholders to intervene if they feel the company is mismanaged. When it comes to drafting the shareholder contract for a real estate enterprise agreement, the issues of money and control remain the most important.
Details of land registry registration, planning issues, etc., will probably also be included, but should play a minor role in protecting your interests. In any case, our corporate lawyers can enter into the transaction at an early stage to carry out due diligence: in corporate and commercial law…
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