Co-operative joint venture contract (CJV) (greenfield): China | Practical Law

Co-operative joint venture contract (CJV) (greenfield): China | Practical Law

A legacy Sino-foreign co-operative (contractual) joint venture (CJV) contract for use by a foreign investor establishing a new (greenfield) CJV with a Chinese company under the former three FIE laws regime. (For a Word version of this standard document in Chinese, click Co-operative joint venture contract (CJV) (greenfield): China (Chinese language version).)

Co-operative joint venture contract (CJV) (greenfield): China

Practical Law UK Standard Document 1-525-6622 (Approx. 70 pages)

Co-operative joint venture contract (CJV) (greenfield): China

by Practical Law China with thanks to Robert Lewis and John Jiang, Zhong Lun Law Firm
Law stated as at 31 Dec 2019, China
A legacy Sino-foreign co-operative (contractual) joint venture (CJV) contract for use by a foreign investor establishing a new (greenfield) CJV with a Chinese company under the former three FIE laws regime. (For a Word version of this standard document in Chinese, click Co-operative joint venture contract (CJV) (greenfield): China (Chinese language version).)
Under China's Foreign Investment Law (FIL) regime (with effect from 1 January 2020), a joint venture (JV) contract or shareholders' agreement is no longer a required document to establish a JV. Shareholders of the JV may decide whether to enter into a shareholders' agreement at their own discretion.
From 1 January 2020, no new entities can be formed under the "hat" of a CJV as the three FIE laws have been repealed. However, investors can still achieve similar co-operative arrangements as China's Company Law allows dividend proceeds to be distributed to shareholders in an amount disproportionate to their share capital.
Practical Law China is working on a specimen shareholder's agreement (for a limited liability company with two corporate shareholders) aligned with the regimes of the Company Law and FIL.