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Beware The China Joint Venture, But Do Not Ignore It Completely

By Dan Harris on October 13, 2006
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International attorneys

The other day we did a post, entitled, Beware The China Joint Venture, where we again railed against doing joint ventures in China.  Kent Kedl, of Technomic Asia, which describes itself as “a strategic consultancy firm whose mission is to assist globally expanding companies to build their Asian businesses through high quality market strategy and implementation assistance,” left a great comment analogizing joint ventures to marriages. Kedl says that just as a high divorce rate does not mean all marriages are bad, so too the high rate of China joint venture failures does not mean all China joint ventures are bad. I completely agree, but note the rate of bad joint ventures seems to greatly exceed that of bad marriages.

Mr. Kedl really shines in pointing out the two most common ways companies fail in their joint ventures:

In 20 years of doing China market entry and growth strategy work, we have seen our shares of VERY bad JVs (and participated setting up a couple of them in the very early years) and have concluded that foreign companies most often fail in two ways:

1. They see a JV as their “China strategy.” A JV is NOT a strategy: it is a tool to realize your China strategy (which should be expressed as “We are going after China growth opportunities in Market X with Product Y through Distribution Channels A, B & C and defending ourselves against Competitors D, E & F”). The JV should be seen as only one option for realizing this strategy. China is becoming more open every year to creative structures so a potential JV should be compared to many other options…and chosen ONLY when it is the best way to realize your identified strategy.

2. The second way companies fail in China JVs is to “marry their first date.” Honestly, too many times have companies approached us saying “we want to do a JV with this company that we just met at a trade show.” One US company we know tried to force-fit a JV with a Chinese company like this and (thankfully) gave up after trying for two years. We started over with them again, confirming and validating their China strategy (see above) and, once we determined that our strategy required a JV of some kind, then looked at over 250 different companies before settling on 4 companies to do some serious due-diligence on and then, finally, one to begin negotiations with. By this time they were confident that a JV structure was for them, they knew EXACTLY what it needed to look like in order to work, and they had (as much as can be expected) confidence that they had found the right partner.

What Mr. Kedl describes is exactly what our international lawyers have seen as well in terms of failed joint ventures worldwide.

Photo of Dan Harris Dan Harris

Dan is a founder of Harris Bricken, an international law firm with lawyers in Los Angeles, Portland, San Francisco, Seattle, China and Spain.

He primarily represents companies doing business in emerging market countries, having spent years building and maintaining a global, professional network. 

…

Dan is a founder of Harris Bricken, an international law firm with lawyers in Los Angeles, Portland, San Francisco, Seattle, China and Spain.

He primarily represents companies doing business in emerging market countries, having spent years building and maintaining a global, professional network.  His work has been as varied as securing the release of two improperly held helicopters in Papua New Guinea, setting up a legal framework to move slag from Canada to Poland’s interior, overseeing hundreds of litigation and arbitration matters in Korea, helping someone avoid terrorism charges in Japan, and seizing fish product in China to collect on a debt.

He was named as one of only three Washington State Amazing Lawyers in International Law, is AV rated by Martindale-Hubbell Law Directory (its highest rating), is rated 10.0 by AVVO.com (also its highest rating), and is a recognized SuperLawyer.

Dan is a frequent writer and public speaker on doing business in Asia and constantly travels between the United States and Asia. He most commonly speaks on China law issues and is the lead writer of the award winning China Law Blog. Forbes Magazine, Fortune Magazine, the Wall Street Journal, Investors Business Daily, Business Week, The National Law Journal, The Washington Post, The ABA Journal, The Economist, Newsweek, NPR, The New York Times and Inside Counsel have all interviewed Dan regarding various aspects of his international law practice.

Dan is licensed in Washington, Illinois, and Alaska.

In tandem with the international law team at his firm, Dan focuses on setting up/registering companies overseas (via WFOEs, Rep Offices or Joint Ventures), drafting international contracts (NDAs, OEM Agreements, licensing, distribution, etc.), protecting IP (trademarks, trade secrets, copyrights and patents), and overseeing M&A transactions.

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  • Posted in:
    Business and Commercial
  • Blog:
    China Law Blog
  • Organization:
    Harris Sliwoski
  • Article: View Original Source

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