Business & Startups

Joint Venture Agreement

Generate a joint venture agreement between two or more Hong Kong businesses collaborating on a shared project, covering governance, funding, IP, and exit terms.

Joint Venture Agreement Generator (Hong Kong)

A joint venture agreement is the contract between two or more existing businesses that agree to collaborate on a specific project or venture while remaining separate legal entities, which in Hong Kong can be structured as a contractual (unincorporated) joint venture or as a jointly-owned new company. This free Hong Kong joint venture agreement generator produces agreements covering each party's contributions, profit and loss sharing, governance and decision-making, and ownership of intellectual property created during the venture. It is designed for Hong Kong businesses partnering on a project, product, or market opportunity without merging their underlying businesses, and notes that larger joint ventures between competitors may need to consider the merger and anti-competitive conduct provisions of the Competition Ordinance. The generator lets you specify each party's capital or in-kind contributions, decision-making thresholds, and what happens if the venture ends or a party wants to exit. Use it to set clear expectations up front and avoid disputes over ownership, control, or the venture's proceeds.

Frequently asked questions

What is a joint venture agreement?

A joint venture agreement is a contract between two or more businesses that agree to collaborate on a specific project while remaining separate legal entities.

What is the difference between a contractual and incorporated joint venture in Hong Kong?

A contractual (unincorporated) joint venture is governed purely by the joint venture agreement between the parties, while an incorporated joint venture involves setting up a new company jointly owned by the venture partners under the Companies Ordinance, which then has its own Articles of Association.

Does the Competition Ordinance affect joint ventures in Hong Kong?

Larger joint ventures, particularly between competitors, may need to consider the merger and anti-competitive conduct provisions of the Competition Ordinance.

Who owns IP created during a joint venture?

This should be addressed expressly in the agreement, distinguishing background IP each party brings to the venture from new IP jointly developed during the collaboration.

What should a joint venture agreement include?

Each party's contributions, profit and loss sharing, governance and decision-making rules, IP ownership, confidentiality, and exit or termination provisions.

What happens if the parties disagree during a joint venture?

The agreement should include a dispute resolution mechanism, such as escalation to senior management, mediation, or arbitration, before resorting to litigation.

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