RE: Unbelievable14 Nov 2019 20:54
Very funny Shaun, that made me laugh.
'On the subject of the extra 9% stake this private company could potentially buy. Been talking to a practising accountant and she thought it was a strange deal too so did some digging for me - i mentioned no company names and spoke generally to not bias things.
Her thinking is as follows:
- 51/49 split is a bit of a dubious split for a JV, this small difference shows one party has the upper hand and therefore greater control
- In normal practice it is almost always 50/50 equal partnership hence the name JOINT venture
- the 51/49 split would make one entity a subsidiary of the other in normal practice and therefore affects reporting requirements
- Increasing the differential to 60/40 (if and when the 9% is bought by this mystery company) would make one party an associate and therefore give even less control and affect the reporting requirements even further (reporting on a project with an associate rather than a subsidiary or JV partner)
- She also confirmed that it would be relatively easier for the owner of the license to disassociate itself from an associate, given that they have far less control due to lower interests, and that there is no way control could be sought as the 50% threshold will not stand, and it is unlikely that they will allow other rules to be met to demonstrate EFFECTIVE control (i.e. distribution of BoD from either side, who makes the management decisions)'
N4a, sorry EGM. Your friend is missing the point of a JV. It is an agreed contract between a number of parties. There will be some freedom in terms of decision making, but the whole point of the JV is most of the terms are nailed down. Go and have a look at all the JVs out there on all those O&G developments.