James was instructed to set up a joint venture company, and prepare a joint venture shareholders’ agreement in respect of a land development in Wiltshire. This was a classic marriage between equity and expertise. There were several individuals making substantial financial investments and subscribing for shares in the joint venture company and the other shareholder in the joint venture company was the developers.
The joint venture shareholders’ agreement established the basic rights and obligations of the parties in relation to the joint venture company for the relevant property project and prescribed what should happen in the event that certain circumstances or difficulties arise.
The property development was also partly financed by a commercial lender so that lender took security over the development land as well as debenture over the joint venture company.
In addition to the joint venture company, there was also a development agreement between the joint venture company and the developers. James also prepared bespoke Articles of Association for the joint venture company in order that the rights attaching to three different classes of shares in the joint venture were properly addressed.
Accountants were also significantly involved in the process from an early stage so that the projected return on the investment from the shareholders was tax efficient.