Property QuizJoint VenturesLegalStructuring

Structuring Joint Ventures (SPVs)

The safest and most professional way to structure a property Joint Venture is by creating a new Special Purpose Vehicle (SPV) limited company where partners hold distinct share classes.

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Entering into a Joint Venture (JV) based purely on a handshake or a basic contract is incredibly dangerous. The industry standard for structuring JVs is the incorporation of a dedicated Special Purpose Vehicle (SPV) limited company.

Both the Money Partner and the Time Partner become shareholders in this new company. If profits are to be split 50/50, they take a 50% shareholding each. This provides extreme clarity: the company owns the asset, and the partners own the company.

Director's Loans

Crucially, the Money Partner's capital is not given to the Time Partner; it is injected into the SPV as a formal Director's Loan. A legal agreement stipulates that the Director's Loan must be repaid in full before any company profits can be distributed as dividends to the shareholders.

Test your knowledge

When forming a Joint Venture SPV, how is the Money Partner's initial capital typically injected into the company to ensure it is repaid first?

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