A contractual joint venture is a collaboration between businesses for a specific project without forming a new company. Each party retains their own legal identity. This differs from an incorporated JV company. Profits and losses are shared according to the agreement, not necessarily equally.

• Contractual JV: no new entity formed — parties contract together
• Incorporated JV: new company formed — separate shareholders' agreement needed
• VAT: JV activities may require separate VAT registration depending on structure
• IP contributed to JV: must be licensed or assigned — define ownership carefully
• Exit: buy-out provisions prevent disputes when one party wants to leave

Legal reference: Partnership Act 1890 (if inadvertently a partnership); Companies Act 2006; VAT Act 1994