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Maximizing Global Partnerships

Created by Lilith Anderson

Moderated by: John Allison, Partner, Kennedy Covington Lobdell & Hickman, L.L.P., Chair of the International Practice Group

(NOTE: Mr. Allison's participation in this forum is for the purpose of providing general information about the topics discussed but not legal advice as to specific matters, nor should his participation be construed as an advertisement for legal services or as inviting or establishing any attorney-client relationship with other participants.) 

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PublicIn Forum: Globalization - China and India
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Brent Ward

5 posts

2/17/08

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Given the time, energy and real investment it takes to develop truly productive and mutually beneficial alliances, what have you found to be the most efficient strategy in identifying organizations with which to establish global partnerships/alliances?  What types of documents have you used in the past to scope the alliance, investments, rewards, and mission timeframe?  What types of alliances/partnerships have you found as a rule to be the most productive - what did each organization bring to the table that made it a "natural fit"?

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John Allison

1 post

2/18/08

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Whew!  Good questions!  Unfortunately, the answer to each one will be "it depends on the particular situation," which is an entirely unhelpful response.  As a result, let me throw out some general thoughts.

 I believe that the single, most efficient strategy for indentifying organization with which to "partner" is to ply the relevant industry trade group.  Ask around in the industry who has a good local reputation, who is trustworthy, how long have the relationships been established, etc.  Industry trade groups are most likely to understand what you need and are, therefore, the most likely to provide helpful suggestions.  In addition, it is a good way of having others do your preliminary vetting work.  Although there is no substitute for doing one's own due diligence, it should be less likely to find problems (and waste time and money) if the potential partner has a good reputation within the industry.

I am not sure what types of documents that you are referring to in your second question.  If you are asking about legal documents that set out the scope of the venture, it will depend heavily on the local jurisdiction and the tax and accounting treatment that is desired.  If this is a real joint venture, formation documents, including a partnership or shareholders agreement, will be deemed, as well managment agreements, technology license agreements, etc. depending on tax, business and other considerations.   If you are asking about due diligence documents, we recommend obtaining a COFACE report, perhaps an ICP report and D&B report, completion of a detailed questionnaire designed to elicit information to compare against these reports for accuracy and to elicity other helpful information for the particular circumstance, references from customers and suppliers, etc.  If you are asking about business development documents, unfortunately, I will not be as much help.  I have not gotten into that kind of detail with clients.  However, I have asked my fellow panel members to help me with this response.  I will respond with any suggestions that I may receive.

The best type of "alliance/partnerships" will depend on the particular situation.  However, I will offer a contrarian view with respect to true joint ventures.  Although this may surprise many, I believe that 50/50 joint ventures (as opposed to a different percentage ownership), although still very unstable, prove to be productive vehicles.  Presumably in this situation, each party has something important to bring to the table and will have a vested interest in the joint venture.  There is no "little investor" that gets "railroaded" and then becomes bitter and a problem.  It seems also that the parties are more likely to have checked each other out and gotten comfortable with each other with a 50% interest at stake -- there is less likelihood that a party is doing the joint venture on a whim and will quickly bail or lose interest.  If the economics don't warrant a 50/50 joint venture, management or other agreements can be used to effect the right economics.  Of course, you have to worry about deadlocks and have good business dispute escalation mechanisms as well as an exit clause, but I have seen studies that suggest that these 50/50 joint venture may be more stable than others.  Of course, I am not recommending 50/50 joint ventures generally.  I am suggesting only that, for the right situation, it may be appropriate and may not deserve the bad press that it usually receives.



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