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Key definition
Corporate joint venture definition

What does Corporate joint venture mean? A corporate joint venture is a joint venture carried on through a separate company in which the participants become shareholders. It is a descriptive commercial term rather than one defined in legislation, though company law and case law on separate legal personality, limited liability and shareholder rights apply. In England & Wales, Scotland and Northern Ireland the vehicle is usually a private company limited by shares under the Companies Act 2006; in Ireland it is commonly an LTD or a DAC under the Companies Act 2014. Each party typically contributes cash, assets, intellectual property or staff, and agrees governance...

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Corporate Joint Venture Shareholders’ Agreements: Key Clauses on Governance, Funding, Profit Distribution, Restrictive Covenants, Deadlock and Exit, and Implied Terms under English Law

Practice notes
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Principal documents

The key papers required when establishing a corporate joint venture are as follows:

  • the articles of association (the 'articles') of the joint venture company (jvc); and
  • the joint venture agreement (jva) (often, and sometimes also, called a 'shareholders' agreement'). A shareholders' agreement operates under English common law as a commercial contract in nature and is not governed by any distinctive or special legal rules. The expression 'shareholders' agreement' may denote an informal—indeed, even an implied—arrangement between only certain shareholders in a company, as well as a highly detailed agreement regulating, for instance, the formation of a JVC.

For a discussion of what is typically covered in the JVA and also in the JVC's articles, see Practice Note: Documenting the corporate joint venture...

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Web page updated on 21/05/2026

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