Structuring a JV: Taxation and Accounting Considerations
Framework and ordered set of questions on tax and accounting issues for non-subject matter experts that are involved in structuring a JV.
Framework and ordered set of questions on tax and accounting issues for non-subject matter experts that are involved in structuring a JV.
The purpose of this memo is to summarize seven common JV ownership and control models – including a number of creative constructs designed to meet different shareholder needs for control, to better manage uncertainties around the value of contributions (such as products under development or IP), and to accommodate future differences in shareholder appetites for JV growth and investment.
Overview of issues, deal terms, and sample contract language related to structuring information and audit rights.
High-level set of questions for selecting the corporate form for a new JV.
Generating a robust set of deal options. Using the “Deal Wheel” to drive 5 key analyses. Case examples, templates, and checklists to support deal teams.
Governance practices that CalPERS believes all JV Boards should adopt.
Alternatives and examples of different non-operator postures, and sample practices for active non-operators.