Joint Ventures, Limited Liability Companies, and Partnerships in Boca Raton, FL

Joint ventures in Boca Raton, FL, commonly conducted in the form of limited liability companies or limited partnerships, can be among the most complex of business relationships to structure and document. The difficulty lies at the very nature of the relationship among the parties itself, tantamount to a marriage.

Parties to a joint venture initially are commonly enamored with the efficiencies and synergies that they

may realize from such an alliance, yet the complexities of business relationships and the issues that frequently arise in the conduct of the venture could and do cause fractures amongst co-venturers.

Accordingly, joint ventures suffer one of the highest failure rates among all forms of business transactions. On the other hand, there are many successful joint ventures, and nearly all large corporations are involved in some form of joint venture or strategic alliance relationship.

Integral in the structuring of joint ventures is the ability to segregate the proposed venture into its core components to enable the identification of the key elements of each that need to be analyzed and

addressed in the negotiation and documentation of the venture.

Mr. Lindley has the experience, knowledge, and understanding of the principles of limited liability company and partnership law, the entities in which many joint ventures and strategic alliances are conducted, to negotiate, structure, and draft limited liability company operating agreements and limited partnership agreements, as well as facility with the federal income tax law, finance, and accounting principles commonly applicable to such enterprises.

In the context of joint ventures, three terms are commonly referred to analogously – joint venture, partnership, and strategic alliance. Black’s Law Dictionary defines those terms:

Partnership

A business undertaking by two or more persons engaged in a single defined project. “The

necessary elements are: (1) an express or implied agreement; (2) a common purpose that the group intends to carry out; (3) shared profits and losses; and (4) each member’s equal voice in controlling the project. Also termed joint adventure, joint enterprise. Cf. Partnership; Strategic Alliance.

Joint Venture

A business undertaking by two or more persons engaged in a single defined project. “The

Strategic Alliance

A coalition formed by two or more persons in the same or complementary businesses

to gain long-term financial, operational, and marketing advantages without jeopardizing competitive independence through their strategic alliance. The manufacturer and distributor of a codeveloped product shared development costs. Cf. Joint Venture; Partnership.

Should you be contemplating a possible joint venture as a business solution, please contact the firm for a free consultation regarding the benefits and burdens associated with this form of business model.

1. Black’s Law Dictionary, Eighth Edition, 2004