Joint Venture Law

Joint Venture Law

Global economic developments and technological innovations increase competitiveness rapidly and make it difficult to reach the targeted economic wealth day by day. Therefore, For investment and entrepreneurship activities businesses tend to establish strategic alliances and do joint business with domestic or foreign investors and companies. Companies come together for a common economic purpose by combining their knowledge and capital for the purpose of doing joint business and form a partnership structure under the name of “Joint Venture” in international terms. Joint Venture can be defined as a joint business structure where more than one legal person comes together and decides to act together. In teaching,we can speak of joint venture “When more than one real or legal person, legally and economically independent from each other, comes together within the framework of a contract in order to realize a certain business or a continuous activity by establishing a commercial partnership or without such a partnership and to make a profit, and to bear the risks of that activity when each of them undertakes the responsibility severally.”

The terms “Joint Venture” and “Consortium” should not be confused. The consortium arose from the need to carry out large-scale and large-scale works, as in the Joint Venture. A “consortium” is in question when people come together to carry out a certain job or works together and each of them assumes the responsibility of performing only a part of the work independently of the others.It is important not to confuse the Joint Venture with the Consortium. Each partner in the consortium will fulfill its own obligations and is responsible for that part. In Joint Venture, on the other hand, joint and several liability is essential as explained above.

Joint Venture; This partnership adopts advantages such as to keep up with technological developments of national and international domestic or foreign investor companies, to discover and enter foreign markets quickly, to reduce risks and costs, to combine capital forces, to provide raw materials and logistics in a shorter time and with less cost, to get ahead in the competition race.

The biggest disadvantage foreseen for Joint Venture is; that the risk level is quite high because the application is mostly aimed at an unknown region or sector. For these reasons, in order for Joint Venture preparatory projects to be successful, maximum care must be taken to minimize the risk level in both domestic and international processes. Not only legislation and international practices should be investigated but also sectoral conditions and social structure in the target regions should be investigated in as much detail as possible. For all these transactions, getting legal support at the very beginning of the process with a law firm that is qualified, expert in the subjects, has strong local support and provides services will not only prevent the occurrence of irreparable damages, but will also lead the investment venture and investment partnership to success. The first stage of realizing the investment initiatives and projects of national and international domestic or foreign investor companies is the investment-specific company establishment. Making the right division of duties and scope for the investment partnership, determining how the investment partnership will be managed, and preparing the articles of association, the shareholders’ agreement, the voting agreement and management agreements correctly and competently and establishing the partnership structure in accordance with its commercial purposes is of vitally critical importance for the success of the investment and enterprise. In addition, a successful legal service regarding the purchase or sale of a commercial enterprise or the investment to be made will provide deep knowledge on legal issues such as Commercial Law, Company Law, Tax Law, Labor Law, Intellectual Property Law, Real Estate Law, Banking Law, Dispute Resolution. Moreover it should not be forgotten that it requires approaching the transaction from a commercial point of view.

We are aware and experienced that it is very important to create a legal framework and infrastructure that is suitable for your commercial purposes when starting a new business. Güneş & Güneş Law Firm, which is among the best law firms in Turkey, especially in Antalya; assists Joint investment ventures in national and international domestic and foreign investor companies operating in our country or planning to invest in our country. We provide legal consultancy and advocacy services with an international vision and experience in the field of establishment of new ventures, preparation of partnership agreements and preparation of the legal infrastructure of strategic collaborations.

Our Law Firm Provides The Following Services To Domestic And Foreign Investors And Entrepreneurial Companies In The Field Of Joint Ventures In Antalya And Turkey:

• To provide legal consultancy and support service throughout the investment to Joint Ventures or Consortium, including joint investment negotiations, establishing contracts and finalization of contracts, making investments, ending the investment after the partnership reaches its purpose when necessary, and executing of exit procedures.
• To establish the most appropriate consortium or business partnership with national and international domestic and foreign companies with joint venture projects (Joint Ventures) in the light of sectoral issues and legal regulations; Determining the most suitable company legal entity for the partnership, making changes in company type when necessary, purchasing or establishing a company, planning the partnership structure to be established, including mergers or acquisitions, Preparation of partnership agreements, preparation of share transfer agreements, reorganization after share transfer. Legal consultancy regarding the preparation of all kinds of agreements, especially license, partnership/shareholders, share sales, active sales, distribution, marketing, technology transfer, company articles of association, business and commercial agreements, and the creation of corporate governance,
• Management responsibilities, tax planning and resolution of tax disputes for foreign capital investors, with the help of our own expert lawyers and local corporate solution consultants, who are experts in their fields, considering the taxation and tax rates of joint venture models and the tax rates to which investment companies will be subject. Consultancy and representation services in auditing issues.
• Representation and advocacy services in legal and technical matters in services such as compliance with the legislation, establishment of contract structures, conducting relations with investors, financiers and the Capital Markets Board and other relevant administrative or independent regulatory and supervisory institutions and boards, among the services provided by our lawyers,
• Making all necessary notifications to the regulatory authorities in Turkey regarding Joint Ventures, consortiums, company mergers and acquisitions to be realized by domestic or foreign capital companies and firms within the Turkish legal system by our lawyers, or making applications for the necessary permits and following the process. and termination service
• General legal consultancy in the investment process for Joint Venture Companies: reviewing and preparing the standard working procedure of the partnership venture, making the general assembly and board of directors resolutions, compliance with the legislation, determining the corporate governance and executives, hiring and establishing the legal boundaries of managerial responsibilities and in-house consultancy services, including company trainings, on audits,
• Legal consultancy and advocacy services regarding the settlement of all kinds of disputes arising from the settlement of problems and disputes that may be encountered at every stage of the Joint Ventures process, through amicable or litigation,
• Establishment of joint stock and limited companies, joint ventures, branches and liaison offices, granting distributorship, franchise, know-how, license and similar rights to local businesses, merger and acquisition transactions, employment of foreign managers and personnel, work and residence permits by the lawyers of our office. Compliance of commercial transactions and management standards with international institutional criteria, legal examination and reporting of activities and transactions, free zone activities, positioning in organized industrial zones, commercial, tax, employee or consumer protection based and any other legal legal issues encountered in Turkey. Providing legal consultancy and advocacy services for the settlement of disputes, the conduct of relations with the administration and regulatory institutions, the follow-up, application and termination of all kinds of permits, licenses, concessions, incentive applications and related transactions,
• Preparing due diligence reports for the services we offer above, in accordance with the specific needs of national and international domestic and foreign companies in joint venture projects the most suitable consortium or business partnerships, operating in various industries determining the facts depending on the needs of the clients, legal and advocacy services for the preparation, negotiation and review of share purchase and shareholder agreements,
• Legal services for national and international local and foreign companies on joint venture projects and confidentiality agreements, letters of intent, contracts to be signed in the merger, acquisition and joint venture processes that the most appropriate consortium or business partnerships plan to make,

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