Joint Venture Agreement Template for Switzerland

A Joint Venture Agreement sets out the rules and responsibilities when two or more companies team up to run a business project together in Switzerland. It's a legal contract that spells out how partners will share profits, manage operations, and make key decisions for their shared venture.

Under Swiss law, these agreements can be structured as simple partnerships (einfache Gesellschaft) or as standalone companies. The contract typically covers investment amounts, intellectual property rights, and exit strategies. Swiss joint ventures often need special consideration for cross-border partnerships, particularly around taxation and the Federal Act on Cartels.

Use a Joint Venture Agreement when partnering with another company on major Swiss projects that require shared resources, expertise, or market access. It's particularly valuable for international collaborations in regulated sectors like pharmaceuticals, banking, or manufacturing, where clear governance rules are essential.

The agreement becomes crucial before investing significant capital or starting joint operations. Swiss businesses often need it for research partnerships, infrastructure projects, or entering new markets. Having this contract in place helps prevent disputes over decision-making powers, profit distribution, and intellectual property rights���especially when dealing with partners from different legal systems.

• Jv Agreement: Standard framework for ongoing business partnerships, covering basic profit sharing and management structure
• Contractual Joint Venture Agreement: Creates a contract-based partnership without forming a new legal entity, ideal for specific projects
• Joint Employment Agreement: Focuses on shared employee management and labor responsibilities between partner companies
• Consortium Agreement For Tender: Specialized for bidding on large contracts, with clear roles and risk allocation
• Joint Project Agreement: Designed for temporary collaborations with defined timelines and deliverables

• Business Partners: Companies or entrepreneurs entering the joint venture, who sign and are primarily bound by the agreement's terms
• Corporate Lawyers: Draft and review agreements to ensure compliance with Swiss law, particularly around competition and cross-border regulations
• Board Members: Review and approve Joint Venture Agreements, often requiring special approval for significant partnerships
• Industry Regulators: Monitor joint ventures in regulated sectors like banking or telecommunications for compliance
• External Auditors: Review joint venture arrangements for financial reporting and tax compliance under Swiss standards

• Partner Details: Gather full legal names, registration numbers, and authorized representatives of all participating companies
• Business Plan: Define scope, objectives, timeline, and resource commitments for the venture
• Financial Structure: Document capital contributions, profit-sharing ratios, and funding mechanisms
• Governance Rules: Outline decision-making processes, voting rights, and management responsibilities
• Exit Strategy: Plan termination conditions, buyout options, and asset distribution procedures
• Regulatory Review: Check Swiss competition law requirements and industry-specific regulations
• Documentation: Our platform generates compliant agreements, ensuring all essential elements meet Swiss legal standards

• Party Information: Full legal names, addresses, and registration details of all venture partners
• Purpose Statement: Clear description of venture objectives and scope under Swiss commercial law
• Capital Structure: Detailed breakdown of contributions, profit sharing, and liability allocation
• Management Rights: Decision-making procedures and voting mechanisms for key business decisions
• Duration & Termination: Clear terms for venture lifespan and exit procedures
• Non-Competition: Restrictions aligned with Swiss cartel laws and competition regulations
• Dispute Resolution: Swiss arbitration provisions and applicable cantonal jurisdiction
• Compliance Statement: References to relevant Swiss regulations and reporting requirements

A Joint Venture Agreement differs significantly from a Joint Venture Shareholders' Agreement in several key aspects under Swiss law. While both involve business partnerships, they serve distinct purposes and come with different legal implications.

• Legal Structure: Joint Venture Agreements create operational partnerships without necessarily forming a new company, while Shareholders' Agreements govern relationships within an established corporation
• Scope of Control: Joint Ventures focus on project-specific collaboration and resource sharing, whereas Shareholders' Agreements regulate ownership rights and corporate governance
• Regulatory Requirements: Joint Ventures often need competition law clearance but have fewer corporate law obligations, while Shareholders' Agreements must comply with Swiss corporate governance rules
• Exit Mechanisms: Joint Ventures typically include project completion terms, while Shareholders' Agreements focus on share transfer restrictions and buyout procedures