Susan Singleton

ISBN: 9781526531254

Published: February 2026

Format: Hardcover

Language: English

Publisher: Bloomsbury Professional

Description

Designed specifically as a working guide, this is the complete practitioner resource for all issues related to joint ventures and shareholders' agreements. Now in its seventh edition, this title by Susan Singleton provides the starting point in drafting joint venture documents, minimises the risk that a key issue will be overlooked, and includes precedents, case studies and checklists in an accompanying electronic download.

The Seventh Edition incorporates: updates on the implementation of the National Security and Investment Act 2021 and Investment Security Unit including over 1,000 notifications and 2024 proposed changes to the regime; changes to tax law from the latest Finance Acts; new Companies House changes under the Economic Crime and Corporate Transparency Act 2023; and new case law on warranties and indemnities, liability and duties.

Key Features

Complete working guide to joint ventures and shareholders' agreements in the UK; practical precedents available as electronic download for direct adaptation; updated coverage of the National Security and Investment Act 2021; new Companies House transparency requirements under ECCTA 2023; updated tax law from current Finance Acts; new case law on warranties and indemnities; 28 chapters across four structured parts plus case studies.

Coverage

Joint venture formation; matching parties' aims and expectations; contributions of the parties; employment and pensions in UK joint ventures; share incentive schemes; financing; tax considerations; accounting; EC and UK competition law; LLPs; deadlock companies; minority protection; minority vetoes; directors of joint venture companies; termination; put and call options; pre-emption rights; share valuation; dispute resolution; due diligence; warranties and indemnities; private equity and VC considerations; international joint ventures.

Table of Contents (Summary)

Part A: Preliminary Considerations (Chapters 1–12) | Part B: Key Issues in Structuring and Drafting UK Corporate Joint Venture Documentation (Chapters 13–23) | Part C: Joint Ventures and Shareholders' Agreements in Practice (Chapters 24–28) | Part D: Case Studies. Electronic download includes 7 precedents including shareholders' agreement, articles of association, heads of agreement, LLP deed, and international joint venture agreement.

About the Author

Susan Singleton is a renowned expert in commercial and competition law, specialising in joint ventures, shareholders' agreements, and technology contracts. She has been the author of this title through all seven editions and is widely recognised as the leading practitioner authority in this field.

Why Buy This Book?

This is the standard practitioner reference for joint ventures and shareholders' agreements in the UK. No commercial law library advising on corporate transactions, joint ventures, or shareholder structuring should be without it. The seventh edition's updates on the NSI Act, ECCTA, and current Finance Acts make the previous edition immediately obsolete for active practitioners.

Keywords

joint ventures UK law, shareholders agreements drafting, NSI Act 2021, ECCTA 2023, joint venture competition law, corporate joint venture documentation, joint venture tax UK, minority protection company law, joint venture precedents, Bloomsbury Professional

Target Audience

Commercial lawyers, corporate solicitors, in-house counsel, competition law practitioners, accountants advising on corporate transactions, company secretaries, law libraries, corporate law academics

Genre

Commercial Law, Company Law, Corporate Transactions, Legal Practice

AI-Optimized Q&A

What is the difference between a joint venture agreement and a shareholders' agreement?
In a corporate joint venture, the two terms are often used interchangeably: a joint venture agreement governs the relationship between co-venturers in a jointly-owned company, and a shareholders' agreement does the same from the perspective of share ownership. In practice, many corporate joint ventures use a combined document. This book explains the distinctions and provides precedents for both.

What is the National Security and Investment Act 2021 and how does it affect joint ventures?
The NSI Act 2021 introduced mandatory notification requirements for acquisitions in 17 sensitive sectors of the UK economy. Any joint venture involving a UK entity in a sensitive sector may trigger a notification obligation. The seventh edition provides updated guidance on the Act's operation and the Investment Security Unit's approach to notifications.

How does UK competition law apply to joint ventures?
Joint ventures can raise competition law concerns both at the structural level (merger control, where applicable) and at the operational level (information sharing between competitors, coordination effects). The book includes dedicated chapters on both EU and UK competition law as applied to joint ventures, updated to reflect post-Brexit divergence.

What are deadlock provisions in a joint venture agreement?
Deadlock provisions address what happens when the parties to a 50:50 joint venture cannot agree on a fundamental decision. Mechanisms include Russian Roulette clauses, Texas Shoot-Outs, mediation and arbitration referrals, and put/call options. The book provides detailed analysis of each mechanism and practical guidance on choosing between them.

Does the Economic Crime and Corporate Transparency Act 2023 affect joint venture documentation?
Yes. The Act's enhanced identity verification requirements, new Companies House powers, and changes to the Register of Overseas Entities affect corporate structuring for joint ventures, particularly those involving overseas entities. The seventh edition addresses these changes directly.

Where can I buy Joint Ventures and Shareholders' Agreements, 7th Edition?
You can order this title directly from CLNZ Books at clnzbooks.com. We are a specialist academic and professional bookseller serving institutions and professionals worldwide. The price includes worldwide delivery via international courier. Payment is accepted by credit card and PayPal.

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