Scope of Legal Practice & Representation
Partnering with domestic or foreign counterparties requires robust contractual governance to balance control and protect commercial contributions. ZCA LEGAL structures equity and contractual joint ventures under the Companies Act 1994, BIDA regulations, and foreign exchange rules.
Joint Venture Advisory Capabilities
- Equity Joint Ventures: Incorporating new joint venture companies (JVC) with tailored equity shareholding ratios, minority shareholder veto protections, and customized Board representation.
- Contractual Consortiums: Structuring unincorporated project consortiums and teaming agreements for mega-infrastructure government tenders and Public-Private Partnerships (PPP).
- Shareholders’ Agreements (SHA): Drafting sophisticated governance mechanisms: drag-along, tag-along, pre-emption, call/put options, and deadlock-resolution clauses (Russian Roulette / Texas Shootout).
- Technology Transfer & Royalty Agreements: Structuring tech know-how licensing and franchise agreements adhering to BIDA royalty ceiling guidelines (up to 6% of sales) for outward remittance.
- Joint Venture Dispute Resolution: Resolving shareholder conflicts through structured mediation or international commercial arbitration under SIAC / ICC rules.
Sustaining Strategic Alliances
We ensure that our clients maintain strategic control, protected intellectual property, and clear exit pathways in every cross-border partnership.