Alternative Joint Venture Structures Applicability to Project Development

Attention is given to three possible alternative structures namely corporate joint venture, partnership joint venture and unincorporated joint venture. A corporate joint venture involves the formation of a separate and distinct legal entity with limited liability. The shareholders of the Company will be the members of the consortium. A partnership joint venture involves the members of the consortium joining a formal partnership. The partners will conduct the business in common with each other and will share the profits and losses of the project activities. The partners will be jointly and severally liable. An unincorporated joint venture is distinct from a partnership. The members of the venture will not be jointly and severally liable. Taxation and accounting aspects are examined and an outline provided of a typical joint venture agreement. The two main advantages of an unincorporated joint venture are considered to be a favourable treatment for income tax purposes and a greater degree of flexibility when compared with the corporate joint venture and the partnership joint venture.