Joint Venture Agreements Research Articles

Risk-Constrained Transmission Investing of Generation Companies

Transmission expansion projects might be subject to considerable delays due to financial obstacles. These delays can cause transmission congestion, which limits access for generation companies to load areas. This paper makes use of a model to involve the generation companies in transmission investment through a joint venture agreement. In this model, by conducting a cost-benefit analysis, the generation company identifies an appropriate sub-plan from a plan specified by a transmission system operator. The inflation and growth rate uncertainties are modeled by using the information gap decision theory. The problem is expressed for a risk-averse investor and a risk-seeking investor. The proposed formulations are solved by a multi-objective optimization algorithm to obtain the Pareto fronts. The model is applied to the IEEE 24-bus and IEEE 118-bus test systems.

Public-Private-Partnership (Ppp) in Nigeria

Public-Private-Partnership (PPP) in Nigeria is a major issue of discourse among individuals, corporate bodies and government. PPP is a tool to deliver the much needed infrastructural services. Building modern, sustainable and reliable infrastructure is critical for meeting the rising aspirations of millions of people in Nigeria and PPP helps to raise economic growth rates, offers new economic opportunities and facilitates investment in human capital. This paper examines the historical background and types of Public-Private-Partnership in Nigeria. It discovers that the problems or the challenges of Public-Private-Partnership include multiplicity of functions by various bodies, definitional issues, joint venture agreements, conflicts and contractual review conflicts. The paper discovers that one of the major challenge in PPP agreements is the absence of arbitration clause in the contracts. The paper recommends that the insertion of arbitration clause should be encouraged to reduce incidences of prolonged litigation. Synergy among regulatory bodies is also recommended to foster reduction in the issue of double taxation and encourage more private investment participation. The paper concludes that Public-Private-Partnership remains one of the most important developmental avenues available to the government to revive the decaying public corporations, utilities and public goods and services of global standards through cost effective mechanisms.

Back-out fee of Joint-Venture Agreement and Taxation on Entertainment and Social Expenses

Back-out fee of Joint-Venture Agreement and Taxation on Entertainment and Social Expenses

Joint ventures on the air transport market – a new dimension of cooperation

Strategic partnership based on cooperation, as part of strategic alliances and other cooperation agreements, has its history in the aviation sector. The processes of cooperation and consolidation decide about the competitiveness of entities from this sector in the global aviation market. This applies not only to airlines, but also airports constituting the infrastructure entities of this sector. The article points to new trends in the construction of partnerships, blurring relations in alliances and wider cooperation of airlines based on joint venture agreements. The development of joint ventures in aviation changes the structure of the aviation market, the conditions of competition, and also changes the strength and depth of existing cooperation within alliances. It re-evaluates their importance in obtaining competitive advantages on the market.

Notary Role in The Establishment of Foreign Investment Limited Company Based on The Act No. 25 Of 2007 on Investment in Semarang

Research on the role of the notary in the establishment of a Foreign Investment Limited Company (PMA) in Semarang aims to determine the role of a notary in the establishment PT.PMA. The research method is normative with library research and regulatory legislation in the field of investment include field research. This study uses a technique of direct communication with the tool in the form of interview guidelines. Interviews are used is free unstructured but questions that do not come out of the subject matter. Based on the results of the study concluded that the role of the notary in the establishment of PT. PMA is based on Act No. 25 of 2007 on Investment in Semarang are procedures that should be implemented is the submission of PMA addressed to the Investment Coordinating Board (BKPM), with regard to this case, the task of the notary help the government provide legal counseling for the parties to the establishment, make Joint Venture Agreement in accordance with applicable legislation and in charge of manufacture of a limited liability company's certificate of incorporation approved by the Minister of Justice and Human Rights of the Republic of Indonesia. In the event of an error PT.PMA establishment, the notary is responsible for the deed change, but the responsibility of the notary in the case of the fraud perpetrated by the founder of the company who act in bad faith, then it becomes the responsibility of the founders of the company. Constraints faced by thebusiness licensing constraints, constraints business domicile, the determination of business areas, administrative requirements and constraints lack of capital to start build a company.Keywords: Role of the Notary; Foreign Investment; Limited Company.

Joint Venture Agreements and EU Competition Law: The Case of the Construction Industry in Particular

The first and significant hurdle in joint venture competition law analysis has to do with its rigorous definition. No consensual definition of the concept of joint venture in the field of competition law (including EU competition law) has ever been provided. On the contrary, multiple definitions have been proposed, but despite such widespread discussion ambiguity reins in this area.

Strategic formation and welfare effects of airline-high speed rail agreements

Policy makers encourage airline-high speed rail (HSR) cooperation to promote intermodal passenger transport. We study the strategic formation of airline-HSR partnerships (depending on sunk costs and firms’ bargaining power) and their effects on consumer surplus and social welfare. We assume that airline-HSR agreements serve to offer a bundle of domestic HSR and international air services. In a capacity purchase (CP) agreement, the airline buys train seats to sell the bundle, whereas in a joint venture (JV) agreement firms create a distinct business unit. We find that both agreements increase traffic in the network, and thereby may not reduce congestion at hub airports. We provide antitrust authorities with a simple two-tier test for the CP agreement to improve consumer surplus. Contrary to airline-HSR mergers, the JV agreement benefits consumers independent of hub congestion and mode substitution. Simulation results show that, in case of cooperation, public agencies should prefer firms to create a JV, unless the related sunk costs are far greater than the costs of the CP agreement.

Dow wins $1 billion judgment against Nova

Dow Chemical won a round in one of two big lawsuits against Nova Chemicals. A Canadian court has issued a judgment of $1 billion in Dow’s favor in litigation over Nova’s conduct in running an ethylene joint venture between the two companies in Joffre, Alberta. Before the Court of Queen’s Bench, Dow alleged that between 2001 and 2012, Nova siphoned off more than its fair share of ethylene from their venture and that it ran the facility at lower operating rates than it should have. Nova said it was justified in taking the ethylene that it did and that the lower operating rates were due to feedstock shortages and mechanical issues at the plant. It further said that Dow was in breach of its contract when it procured feedstocks for its own operations in Alberta. Nova signed the original joint venture agreement in 1997 with Dow predecessor Union Carbide, which

Contractual Protection of Intellectual Property Rights

Abstract Accompanying the rise of China in the world economy, intellectual property right protection comes to be the major issue apropos of international trade disputes in recent years. This paper, adopting the transaction costs paradigm and applying the contract theory, investigates and examines a form of contractual protection effectuated by market forces. The study shows that the contractual arrangement constituted by joint venture agreement with offsetting contractual arrangement is a form of intellectual property right protection driven by market forces. This contractual arrangement, though arising under the state policy of joint venture control, functions as an effective protection of intellectual property rights by fully pricing and protecting such hardly enforceable rights.

Start-up and tendencies of the development of Polish automotive industry

The engineering industry, including the automotive industry, belongs to the strategic branches of the country’s economy and to a large extent determines the level of development. The Chinese automobile industry dates back to 1953, and the first automobile factory, the First Automobile Works (FAW), was started in Beijing. Over the next few years, several more car factories were established in Nanjing, Khanhai, Jinan and Beijing. The requirements of funds, technologies and automotive modernization stimulated the attraction of external investment. A number of restrictive measures have been adopted to curb external competition, reduce car imports and attract innovative technologies, including high tariff and non-tariff barriers, screening, and restrictions on foreign capital, Limiting market share to foreign companies. When signing the joint-venture agreement, the Chinese side insisted on technology transfer and subordination to the Chinese leadership. Volkswagen first built a car factory in China. Today almost every progressive car company is represented in the Chinese car market, such as Mercedes-Bens, Ford, General Motors, Suzuki, Daihatsu, Honda, Subaru, Citreon, Toyota. Most of them have partnerships with one of China’s top three car manufacturers. American, European, and Japanese automakers see China as a promising market as demand for vehicles in the US and Europe shrinks. To the Chinese automobile market, the cars are made according to the requirements of the local consumer – conservative, with high-quality design, low and middle price segment. Since 2009, foreign automobile companies have accounted for 85% of the Chinese car market. About 60% of the cars sold in China are locally produced. However, China’s automobile industry is highly fragmented and mostly consists of small companies that produce a small range of components. Such production is labour-intensive with relatively low use of advanced technologies compared to car manufacturers in developed countries, often lacking economies of scale. Research expenditure accounts for a large part of the expenditure structure. Most companies produce low-tech parts with significant import presence.

Cost recovery: when reducing costs for an asset can increase costs for an operator

In an unpredictable environment, oil and gas companies within Australia need to reduce their cost of production in order to protect the company’s margins. Many large companies are doing this by adapting a traditional asset-based operating model to be a central functionally aligned model, and creating synergies through offshoring, outsourcing, combining corporate capabilities across global assets, and/or creating centres of excellence. A functionally aligned centralised operating model, however, has the potential to increase the complexity for companies when recovering costs from their joint venture partners. In order to be recoverable, an operator must prove that the costs incurred are still directly related to the asset and by moving functions away from the front line, attribution to assets can be complex. If not allocated, documented and communicated in line with the joint venture agreements, the recoverability of these costs is put at risk. It could, therefore, eventuate that the reduction of costs for an asset results in an increase of costs for the operator. When assessing the recoverability of costs, operators should consider: (i) documenting the end to end cost allocation process and communicate this with joint venture partners; (ii) embedding robust governance and tools to aid cost transparency; and (iii) reviewing their contractual obligations as operations evolve. If the appropriate steps are taken, an operator can reduce costs without increasing their own costs by putting recoverability at risk.

Nedstack signs JV deal with Chinese partner Huaxia, related entities

Dutch fuel cell manufacturer Nedstack, together with its associated system partner HyMove, have formalised their previously announced cooperation with Huaxia and several related entities in China, with the signing of a joint venture agreement to target the Chinese market for fuel cell commercial vehicles.

Participation of generating companies in transmission investment in electricity markets

Transmission service providers (TSPs) have been facing unprecedented challenges in transmission expansion planning. The budget constraints place strict restrictions on transmission expansion projects, thus causing considerable delays in many transmission expansion projects. The inherent uncertainties and non-linear nature associated with the problem add further complications. To address these issues, a new structure is presented in which the generation companies (GenCos) are involved as investors in transmission expansion projects in the form of joint venture agreements. A cost-benefit analysis is carried out to seek the most profitable sub-plan for a GenCo from a number of expansion plans provided by the TSP. The profit function of the GenCo consists of both incremental expected profit earned from energy production and transmission investment return. The uncertainties associated with construction time of generation and transmission expansion projects are included in the proposed cost-benefit analysis. The method is applied to the IEEE 24-bus reliability test system.

Putting Penn to Paper: Warner Bros.’ Contract Governance and the Transition to New Hollywood

This article examines the contracts at Warner Bros. for two productions by director Arthur Penn as a case study to consider how these agreements shaped production cultures during the emergence of New Hollywood. Through the 1950s, the studio employed production-distribution agreements that used strict controls and regulations to mimic its in-house procedures. But in the 1960s, it preferred short-form joint venture agreements that allowed more direct control in shaping the film’s production while turning the producers into self-regulators. As the contracts reveal, Warner Bros. reshaped their business to grant production culture control to producers while also ensuring the studios’ corporate role in the New Hollywood landscape.

PERKEMBANGAN TRANSAKSI MUDHARABAH DI PERBANKAN SYARIAH

Mudaraba is a joint venture agreement between two parties, where the first party provides the entire capital is called shahibul mall and the second as the manager of the capital called mudharib. In other words, mudaraba is a term for the act of a person who entrusts his property to others to merchantability and split the profits for the two based on their agreement while losses to be borne by the property owner. Mudaraba concept was applied by sharia banks on savings accounts products, general investment accounts through deposits, special investment accounts, financing with the principle of profit sharing and mudaraba sukuk.Mudaraba as a principle of profit sharing is still practiced by Islamic banks in Indonesia with revenue sharing not lead to a profit and loss sharing. Here we can see that Islamic banks are still not ready to share profits and losses with the customer, but every effort will face profit and loss. However, we hope that in the future Islamic banks could apply the concepts of profit and loss sharing.

International construction joint ventures between Singapore and developing countries

PurposeThe purposes of this paper is twofold: first, to assess the risks associated with the international construction joint ventures (ICJVs) between Singapore and developing countries and second, to investigate the risk allocation preferences in these ICJVs.Design/methodology/approachA questionnaire survey was conducted and responses were received from 38 firms that had participated in ICJVs with developing countries. A risk criticality (RC) index was adopted to evaluate the criticality of each risk.FindingsThe survey results reported “political instability” as the most critical risk and market-level risks were less critical than country and project-level risks. Additionally, the results showed agreement on the risk ranking between building and infrastructure ICJVs, despite significant differences in the criticalities of five risks. Furthermore, five risks were preferably allocated to host and foreign partners, respectively, while 13 risks could be shared among partners.Research limitations/implicationsFirst, due to the sample size, one should be cautious when interpreting and generalizing the results. Second, the RC index proposed in this study was subjective as it was influenced by the individual experience and risk attitude of the respondents. Also, the RC values were calculated without considering the weights of the respondents. Lastly, the questionnaire survey, which has been widely used in identifying risk allocation preferences, may not identify the insights of practitioners into the risk allocation practices.Practical implicationsThis study provides a clear understanding of the risks associated with forming ICJVs with developing countries and the preferred risk allocation. Although, this study is focused on the risks faced by the Singapore-developing country ICJVs, the identification of the potential risks allows companies from other countries to customize their risk profile and assess the risks before they form ICJVs with developing countries.Originality/valueAs few studies have explored the risk allocation preferences in ICJVs, this study expands the literature and provides practitioners with important information for preparing joint venture contracts or agreements. Thus, this study can contribute to the literature relating to ICJVs.

Shell’s SADAF exit raises $820 million

Oil giant Shell has agreed to sell its 50% stake in Jubail, Saudi Arabia-based Saudi Petrochemical Co. (SADAF) to Saudi Basic Industries, SADAF’s co-owner, for $820 million. SADAF has a total output of more than 4 million metric tons per year of chemical products that include chlorine, ethanol, ethylene, ethylene dichloride, methyl tert-butyl ether, and styrene. The move is driven by Shell’s goal to narrow the range of its chemicals portfolio. The joint venture agreement would have expired in 2020.

Continental Cablevision, Inc./Fintelco Joint Venture

In February 1994, the senior management team at Continental Cablevision received the final joint-venture agreement from Fintelco, a potential partner in Argentina. The tasks for the student are to review the terms of the agreement, the outlook for the Argentine economy, and the corporate cultures at both companies to decide whether Continental should sign the agreement.

MANAGEMENT OPTIMISATION OF AIRLINES COMMERCIAL ACTIVITIES // OPTIMIZACIJA UPRAVLJANJA KOMERCIJALNIM AKTIVNOSTIMA AVIOKOMPANIJE

Sustained implementation of the optimization processes of the airlines commercial activities is indispensable for timely and appropriate business decisions. Development of the commercial air transport make necessary the standardization of the documents, regulatory issues and procedures followed by different modes of commercial agreements. It is especially present when itinerary of the journey includes at least two different air carriers. The modes of commercial cooperation are very different from the simple one to the very sophisticated and complex activities asking for harmonization of many elements and functional areas. It includes special prorate agreements which harmonize the revenue share between the air companies after the negotiations. Next level of the cooperation are code sharing agreements more and more present in business practice. Same conclusion is valid for joint venture agreements. The highest level of the cooperation are airline alliances which are analysed with the most recent results and indicators. Airlines are recognized leaders in implementation of modern information technologies with very sophisticated applications, data platforms and software solutions. Therefore, it is very important to follow and implement trends in e-commerce activities including e-marketing, e-sales and distribution and use of different on line and mobile platforms.

Cook Islands

Cook Islands Christina Newport (bio) The year under review was a pivotal one as the Cook Islands celebrated its fiftieth anniversary of independence. Over the last twelve months, immediate and longer-term concerns have seen old relationships revisited and new ones forged. In this review, particular attention is given to highlighting the leadership of women in advancing the Cook Islands across different sectors and issues as political powers continue to shift and take hold. Although women are increasingly elected and appointed as parliamentarians, heads of government departments, chairs and directors of statutory bodies and private entities, and customary titleholders, there appears to be little progress made toward transforming the gendered nature of Cook Islands politics. Indeed, despite women’s making up approximately 50 percent of the country’s population and positions held in the public service, their representation remains low across positions of authority and leadership (Ministry of Finance and Economic Management 2012; Ministry of Internal Affairs 2011). Nevertheless, key appointments have been made this year. Six women were appointed as heads of ministries among the thirteen government departments. They include the first-time appointment of seasoned public servants who have worked their way up the ranks. Tepaeru Herrmann was appointed secretary of the Ministry of Foreign Affairs and Immigration, and Gail Townsend replaced the retiring secretary of the Ministry of Education, Sharyn Paio. Reappointments included Elizabeth Wright-Koteka as chief of staff for the Office of the Prime Minister, Elizabeth Iro as secretary of the Ministry of Health, Bredina Drollett as secretary of the Ministry of Internal Affairs, and Daphne Ringi as chief executive officer of the Office of the Public Service Commissioner (opsc 2015). This year also saw Teremoana Yala appointed as Cook Islands’ high commissioner to New Zealand. With thirty-five years of public service experience, including fourteen years as a senior official at the Cook Islands High Commission in New Zealand, Yala is very familiar with Cook Islands’ development and diplomatic representation needs (cin, 3 June 2016). Although not the first woman to be appointed to the position, she is the first to take up the office; traditional leader and former head of the Koutu Nui (traditional leaders group) Te Tika Mataiapo Dorice Reid was announced in April 2011 to take up the role but passed away unexpectedly before being able to assume the appointment (cin, 23 June 2011). A less obvious but nevertheless [End Page 127] noteworthy appointment was also made with Caren Rangi taking up a directorship on the Board of Directors for the Cook Islands Investment Corporation (ciic). Based in New Zealand and with ties to Northern and Southern group islands in the Cooks, she holds a range of community and national level governance roles. She is the national president of pacifica Inc, a pan-Pacific women’s organization in New Zealand, and serves as a board member of the Creative New Zealand Arts Council as well as the Pacific Homecare Services and Charities Registration Board (pacifica Inc 2016). Responsible for the oversight of all government assets including land and a number of state-owned enterprises, ciic makes use of Rangi’s expertise in attending to its affairs. These include the development of seabed minerals and preparation of the contract with the United Nations International Seabed Authority, which gives the country mineral rights to a specified area of its exclusive economic zone, and a joint-venture agreement with gsr (Global Sea Mineral Resources nv). This allows the Belgium-based private company the opportunity to explore and mine the designated area held by the Cook Islands (ciic, 15 July 2016; cin, 26 July 2016). Caren Rangi’s appointment can be seen as a reflection of the government’s openness to looking beyond its geographical boundaries in making use of skilled Cook Islanders to provide expertise for the country. As an example of Cook Islands women’s leadership outside of the country, Teresa Manarangi-Trott was appointed to the new Specialist Sub-Committee for Regionalism supporting the Pacific Islands Forum Secretariat implementation of the Pacific Regionalism framework (cin, 6 May 2015). She provides the committee with a small island states perspective, supported by her private sector and economic development experience. Having served on the Cook...