I. Purpose and Scope

The purpose of this policy is to describe the authorization and approval requirements for joint ventures (defined below). Any proposed joint venture must be considered in the context of the University’s status as a tax-exempt institution. Each proposed joint venture must be structured in a manner, which safeguards the University’s tax-exempt status.

II. Definitions

The following term shall have the following meaning:

A Joint Venture is any joint ownership or contractual relationship in which the University potentially may be involved, and in which one or more of the parties are not exempt from taxation; and/or through which there is an agreement to jointly undertake a specific business investment, enterprise, ownership, and/or activity which may or may not be tax-exempt. However, a joint venture generally does not include arrangements intended primarily to result in the income or appreciation of property if substantially all of the income generated by the arrangement consists of investment income such as dividends, interest, annuities, royalties, rents, and/or capital gains.

III. Policy

A.  Any proposed joint venture must be evaluated by the:

1. Senior Vice President for Finance and Treasurer or authorized designee as approved by the Board of Trustees;

2. Senior Vice President of the responsible University unit; and

3. Office of the General Counsel.

B. The proposed joint venture or similar arrangement must be approved in writing by the Senior Vice President for Finance and Treasurer and/or authorized designee as approved by the Board of Trustees.

C. Any joint venture or similar arrangement of Northeastern University must be formalized in a joint venture agreement (contract). The proposed joint venture agreement must be reviewed for form by the Office of the General Counsel. Consistent with the University’s Contract Review and Approval Policy and the Board of Trustees policy on matters that will properly come before the Board of Trustees, the creation of new corporate structures to be owned in whole or in part by the University require approval by the Board of Trustees.

D. WRITTEN APPROVAL OF BOTH THE PROPOSED JOINT VENTURE AND THE PROPOSED JOINT VENTURE AGREEMENT MUST BE OBTAINED BEFORE THE UNIVERSITY CAN BEGIN PARTICIPATION IN ANY PROPOSED JOINT VENTURE.

IV. Additional Information

None

V. Contact Information

Questions regarding this policy should be directed to the Office of the Senior Vice President for Finance and Treasurer at (617) 373-2240 and/or the Office of General Counsel (617) 373- 2157.

Responsible Office/Department(s)

Board of Trustees

Related Policies

Policy on the Legal Review of Proposed Contracts

Related Procedures

N/A

Supersedes

N/A

Keywords

Joint Venture; Partnership; Joint Ownership; Tax; Tax Exempt

Version History

Last Revision Date: May 21, 2018

Issued: May 1, 2010