Joint Ventures & Partnerships
Partnerships are long-term agreements between people, not just between companies. We structure joint ventures that remain robust even when interests diverge.
Classification
Alliances that hold up even under tension.
Equity JVs, contractual joint ventures, strategic minority stakes, or sales and development partnerships — every form requires its own architecture. The key is not the promise of good cooperation, but the clear regulation of exceptional cases.
We design structures, governance, and exit mechanisms that work long-term — even when strategies or ownership structures change.
Service Spectrum
What we handle for you.
01
JV structuring
Equity JVs, contractual JVs, partnership models — tax and antitrust compliant.
02
Shareholder Agreements
Voting rights, veto rights, deadlock solutions, management, reporting obligations, and reserved matters.
03
Contribution and financing rules
In-kind contributions, IP transfer, capital calls, additional contributions, anti-dilution protection.
04
Exit and separation arrangements
Drag-along, tag-along, put/call, Russian roulette, Texas shoot-out, buy-out mechanisms.
05
IP & Licensing
Transfer and licensing of IP, know-how, and trademarks — with clear reversionary rights.
06
Antitrust & merger control
Filing obligations, standstill obligation, antitrust assessment of the partnership in DACH and the EU.
Who we work for
Clients seeking clarity.
- Strategic industrial partners
- Corporations and subsidiaries
- Medium-sized family businesses
- Technology and licensing partners
- Private equity & co-investors
- International consortia
- Research and development partners
- Sales and platform partners
Our Approach
How we work.
Balanced
A successful joint venture is created when the interests of all parties are brought into a sustainable balance.
Forward-looking
We design governance structures, decision-making processes, and exit arrangements so that conflicts do not arise in the first place.
Collaborative
A joint venture is more than a contract. We create structures for long-term, functional collaboration.
Future-proof
We think beyond completion and develop solutions that endure through growth, change, or a subsequent exit.
Process
From the first conversation to the
conclusion.
I
Term Sheet
Key commercial terms, contributions, governance, exit logic.
II
Choice of structure
Equity JV vs. contractual JV, legal form, tax and antitrust framework.
III
Contractual documentation
Shareholder, contribution, licensing, and service agreements.
IV
Approvals
Merger control, FDI, sectoral proceedings, closing conditions.
V
Completion & support
Closing, governance setup, ongoing advice to JV bodies.
Insights
Clarity in a few minutes.
Structuring partnerships that hold up even when interests diverge.
FAQ
Frequently Asked Questions.
Do you have a specific question? We respond within 24 hours.
When is an equity JV better than a simple partnership?
As soon as contributions are substantial, IP is shared, or a long-term platform is created. Contractual JVs are suitable for clearly defined projects.
How do you handle deadlocks between 50/50 partners?
Through tiered escalation mechanisms, arbitration clauses, and emergency mechanisms such as put/call, Texas shoot-out, or Russian roulette.
What happens to contributed IP upon exit?
We regulate reversionary rights, continued licensing, and non-compete clauses in the formation agreement — largely avoiding disputes upon exit.
Do I need a merger control filing?
Often, yes — even for joint ventures below the majority threshold. We check filing obligations and standstill requirements early on.
How do I protect minority shareholders?
Through veto rights on reserved matters, information rights, tag-along rights, and protective clauses against dilution and transfer.
How long does it take to structure a JV?
Typically three to six months from term sheet to signing — depending on complexity, regulatory procedures, and partner contributions.
Ready for a
sustainable alliance?
We structure your partnership so that it still works ten years from now.