Tax implications of establishing a joint venture partnership
Produced in partnership with Arun Birla of Paul Hastings , Hannah Gray of Paul Hastings and Abigail Hung of Paul Hastings

The following Tax practice note produced in partnership with Arun Birla of Paul Hastings, Hannah Gray of Paul Hastings and Abigail Hung of Paul Hastings provides comprehensive and up to date legal information covering:

  • Tax implications of establishing a joint venture partnership
  • What types of partnership may be used for a joint venture?
  • Joint venture agreement
  • Establishing the partnership
  • Corporation tax on chargeable gains
  • Mitigating the charge to corporation tax on chargeable gains
  • Corporation tax on income profits
  • Mitigating the charge to corporation tax on income
  • Stamp taxes
  • Stamp duty
  • More...

Tax implications of establishing a joint venture partnership

This Practice Note considers the UK tax aspects of the establishment of a joint venture operated through a partnership. It is assumed for the purposes of this Practice Note that:

  1. the joint venture parties are UK tax resident corporate entities

  2. the joint venture partnership vehicle is also UK tax resident, and

  3. the venture’s operations are carried out in the UK

For information on:

  1. operating and terminating a joint venture partnership, see Practice Note: Tax implications of operating and terminating a joint venture partnership, and

  2. joint ventures with a non-UK element, see Practice Note: Tax implications of international joint ventures

This Practice Note does not deal with certain types of investment partnership constituting unit trust schemes that may not be treated as transparent for tax purposes.

What types of partnership may be used for a joint venture?

A joint venture may use one of the following three main types of partnership as the joint venture vehicle, with the joint venture parties as partners in that vehicle:

  1. unlimited or general partnership

  2. limited partnership, or

  3. limited liability partnership (LLP)

A partnership is defined as 'the relation which subsists between persons carrying on a business in common with a view of profit'. This definition excludes LLPs which are bodies corporate, treated as separate legal entities from their members and incorporated by registration at Companies House.

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