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International Joint Venture Contract

International Joint Venture Contract Template for Malaysia

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Key Requirements PROMPT example:

International Joint Venture Contract

"I need an International Joint Venture Contract under Malaysian law for a partnership between my Malaysian technology company and a Japanese software development firm, with 60-40 ownership split, focusing on AI development and including technology transfer provisions."

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Document background
The International Joint Venture Contract serves as the foundational document for establishing business partnerships between Malaysian and foreign entities under Malaysian law. This document is essential when foreign companies seek to enter the Malaysian market through a structured partnership with a local entity, combining resources, expertise, and market access. It addresses crucial aspects such as ownership structure, capital contributions, management control, and operational procedures while ensuring compliance with Malaysian regulations, including foreign ownership restrictions and industry-specific requirements. The contract is particularly important in sectors where local partnerships are mandated or strategically advantageous, and it must align with various Malaysian legislations including the Companies Act 2016, Industrial Co-ordination Act 1975, and relevant foreign investment regulations.
Suggested Sections

1. Parties: Identification of the joint venture partners, including full legal names, registration numbers, and registered addresses

2. Background: Context of the joint venture, including business objectives and general intent of the parties

3. Definitions: Definitions of key terms used throughout the agreement

4. Formation of Joint Venture: Details of the new entity's formation, including company name, registered office, and business scope

5. Capital Contribution: Specified contributions from each party, including cash, assets, intellectual property, or other resources

6. Ownership and Shareholding: Distribution of shares, share classes, and ownership rights between parties

7. Management and Control: Governance structure, board composition, voting rights, and decision-making processes

8. Business Operations: Day-to-day management, operational responsibilities, and business policies

9. Financial Matters: Financial management, accounting practices, audit requirements, and dividend policy

10. Transfer of Shares: Rules regarding share transfers, pre-emptive rights, and restrictions on transfer

11. Non-Competition and Confidentiality: Restrictions on competitive activities and protection of confidential information

12. Term and Termination: Duration of the agreement and circumstances for termination

13. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and governing law

14. General Provisions: Standard contractual provisions including notices, amendments, and severability

Optional Sections

1. Intellectual Property Rights: Detailed provisions for IP ownership, licensing, and usage when IP is a significant component of the joint venture

2. Employment Matters: Specific provisions regarding employment policies, key personnel, and secondment arrangements when staff transfers are involved

3. Technology Transfer: Terms for technology transfer and technical assistance when relevant to the joint venture

4. Export Controls: Compliance with export control regulations when the joint venture involves international trade

5. Environmental Compliance: Environmental obligations and commitments when the joint venture operates in environmentally sensitive sectors

6. Islamic Finance Compliance: Specific provisions ensuring Shariah compliance when Islamic financing is involved

7. Local Content Requirements: Provisions addressing local content requirements when applicable to the industry sector

Suggested Schedules

1. Schedule 1 - Business Plan: Detailed business plan including market analysis, financial projections, and operational strategy

2. Schedule 2 - Capital Contributions: Detailed breakdown of each party's capital contributions, including valuation methods

3. Schedule 3 - Articles of Association: Proposed articles of association for the joint venture company

4. Schedule 4 - Reserved Matters: List of decisions requiring special approval or unanimous consent

5. Schedule 5 - Initial Directors: List of initial board members and their details

6. Schedule 6 - Intellectual Property: Detailed list of IP rights contributed to or developed by the joint venture

7. Schedule 7 - Key Performance Indicators: Agreed performance metrics and targets

8. Schedule 8 - Technical Services Agreement: Terms of technical support and service provision

9. Appendix A - Required Governmental Approvals: List of required regulatory approvals and licenses

10. Appendix B - Form of Shareholders' Agreement: Template shareholders' agreement for the joint venture company

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions

























































Clauses








































Relevant Industries

Manufacturing

Technology

Oil and Gas

Real Estate Development

Infrastructure

Renewable Energy

Financial Services

Telecommunications

Healthcare

Agriculture

Automotive

Education

Retail and Distribution

Mining and Resources

Tourism and Hospitality

Relevant Teams

Legal

Finance

Corporate Development

International Business

Compliance

Risk Management

Strategy

Operations

Board of Directors

Corporate Secretarial

Investment

Business Development

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

Chief Operating Officer

Managing Director

Corporate Development Director

Head of International Business

Legal Counsel

Company Secretary

Finance Director

Business Development Manager

Compliance Officer

Risk Manager

Investment Director

Operations Director

Strategy Director

Board Member

Joint Venture Manager

Industries










Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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