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Corporate law05
Joint Venture Structuring & Legal Framework
Engineering & Construction
45 days
Riyadh, Saudi Arabia
JV operational in 45 days
The Challenge
Identifying the core obstacles
Both parties had agreed in principle on a JV but had no agreed legal framework, incompatible expectations on profit distribution, IP ownership, and governance, and a 60-day window before a major infrastructure tender closed — which the JV was being formed to bid on.
Services Delivered
Legal AdvisoryCompany FormationFinancial Due Diligence
Key Results
45
Days to Operational
5
Legal Documents Drafted
2
Jurisdictions Navigated
✓
Tender Submitted On Time
Client
Saudi Family Office + International Engineering Firm
How We Solved It
Our Approach
01
1
Term Sheet Alignment
Facilitated a structured term sheet negotiation covering equity split, profit waterfall, IP licensing arrangements, management rights, and exit provisions. Reached full agreement within week 1.
02
2
Legal Structure Design
Designed a two-tier structure: a Saudi LLC (51% Saudi family office, 49% international firm) with a separate IP holding arrangement outside Saudi jurisdiction to protect the engineering firm's proprietary technology.
03
3
Document Drafting
Drafted the Shareholders' Agreement (SHA), Memorandum of Understanding (MOU), IP licensing agreement, management services agreement, and the LLC's Articles of Association — all bilingual Arabic-English.
04
4
Registration & Activation
Filed the LLC registration with MCI, notarised all agreements, and completed MISA licensing for the foreign partner's share. JV was fully registered and operational on day 45.
Key Deliverables
What we delivered
Shareholders' Agreement (SHA)
Memorandum of Understanding (MOU)
IP Licensing Agreement
Management Services Agreement
Articles of Association (Bilingual)
MISA License (Foreign Partner)
LLC Commercial Registration
MCI Corporate Filing
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