MOU contract legal help

[Alexmorgan]

Greetings

My own company signed MOU for doing a huge factory
In the MOU one of my companies is one of the parties and i want my other new company to be one of the owners replacing my first company that i signed the MOU with when we registering the factory and it company

Is this is legally not gonna make a problem for me?

Note: both companies owned by me directly

Last edited: Jan 9, 2024

 

[wellington]

New MOU.

Or new company buys old company and services MOU through old company.

 

[Alexmorgan]

wellington said:
New MOU.

Or new company buys old company and services MOU through old company.
Click to expand...

We are 3 companies forming one new company which going own the factory

 

[CA2006]

For clarity, I would suggest drafting a new MoU to denote companies A, B, and C; keep in mind that MoUs are invariably non-binding. To enforce obligations, warranties, etc., a JV agreement would be more apposite.


N.B: Not legal advice.

 

[wellington]

From experience closing a company and transferring all assets (my legal dealt with previously).

I will use Pence on the Pound to give an example -> as it was a common law company location, and unsure about the EU/US.

But the gist from memory -> all shareholders forcefully paid out pence on the pound "Nominal Share Value" has it's perks there.

All Assets transferred to new company 'pence on the pound'.
All debts / obligations / commitments (includes contracts/mous etc) transferred without monetary value.

Company ceases -> new company becomes owner of all.

---

Another option is just establish a new holding company for all these companies and update them as subsidiary (that was my preferred method - but after dealing with regulators in BVI and lawyers spending tens of thousands - the gov in the BVI couldn't do the business as the industry wasn't yet regulated at the time so had to route through a closure process and transfer process.

 

[Alexmorgan]

CA2006 said:
For clarity, I would suggest drafting a new MoU to denote companies A, B, and C; keep in mind that MoUs are invariably non-binding. To enforce obligations, warranties, etc., a JV agreement would be more apposite.


N.B: Not legal advice.
Click to expand...

So when we forming new the new company i can put my company as a partner instead of my other company that i signed the MOU with without any legal risk as MOU is non binding?