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47-711: Contracts with vehicle owners are made with private competing companies beginning in 2022. Autopass, as a national company, only handles the technology. A contract, in general, gives a 20% discount for lightweight vehicles. Contracts and tags are compulsory for heavy vehicles. Foreign registered vehicles without a contract are handled by the EPASS24 company, which will track the owner and bill them. Owners are advised to register their vehicle with EPASS24 and pay to avoid extra costs. This includes foreign borrowed or rented vehicles. Customers with Norwegian rental vehicles can't make their contract with any AutoPASS provider but have to wait for

94-565: A DSRC -based radio transponder on a vehicle's windscreen and signing an agreement with one of the toll collection companies in Norway. Tolls are charged at toll plazas , and cars can drive over 100 kilometres per hour (62 mph). The system is administrated by the Norwegian Public Roads Administration . All public toll roads now use the electronic toll collection system. Each Autopass unit contains

141-453: A microcontroller which will process requests from the roadside and respond with the proper information to the roadside. There are five generations of cryptographic key pairs inside each Autopass unit, which are unique for each unit. The cryptographic keys are used to authenticate the unit when passing a toll plaza, making it difficult to make fraudulent copies of an Autopass unit. Unlike similar DSRC -based tolling systems in many countries,

188-1018: A temporary partnership for the purpose of carrying out a particular project, such partnership can also be called a joint venture where the parties are " co-venturers ". The venture can be a business JV (for example, Dow Corning), a project/asset JV intended to pursue one specific project only, or a JV aimed at defining standards or serving as an "industry utility" that provides a narrow set of services to industry participants. Some major joint ventures include United Launch Alliance , Vevo , Hulu , Virgin Media O2 , Penske Truck Leasing , and Owens-Corning . According to Gerard Baynham of Water Street Partners, there has been much negative press about joint ventures, but objective data indicate that they may actually outperform wholly owned and controlled affiliates . He writes, "A different narrative emerged from our recent analysis of U.S. Department of Commerce (DOC) data, collected from more than 20,000 entities. According to

235-439: A 2.2 percent average ROA, while wholly owned and controlled affiliates in the U.S. only realized a 0.7 percent ROA." In European law , the term "joint venture" is an exclusive legal concept, better defined under the rules of company law . In France , the term "joint venture" is variously translated as "association d'entreprises", "entreprise conjointe", "coentreprise" or "entreprise commune". A JV can be brought about in

282-526: A company. By its formation, the JV becomes a new entity with the implications that: On the receipt of the Certificate of Incorporation, a company can commence its business. This is a legal area and is fraught with difficulty as the laws of countries differ, particularly on the enforceability of "heads of" or shareholder agreements. For some legal reasons, it may be called a Memorandum of Understanding . It

329-622: A contract can be multiple times the cost compared to having a contract. Electric vehicles have a large discount, usually half price, in addition to the general 20% discount contract, but only if having a contract. In 2022, AutoPASS left the EasyGo partnership, which means the AutoPASS tag is no longer valid in Denmark and Sweden unless the contract provider has such a validity. In 2019, more and more ferry crossings have also been using Autopass as

376-419: A new market, particularly emerging market ; to gain scale efficiencies by combining assets and operations; to share risk for major investments or projects; or to access skills and capabilities. Most joint ventures are incorporated, although some, as in the oil and gas industry , are "unincorporated" joint ventures that mimic a corporate entity. With individuals, when two or more persons come together to form

423-451: A payment option through the "Autopass for Ferry" concept. A few crossings are automatic, but most are still manual. Autopass tag holders may only pay for the vehicle at fully automatic crossings with a 10% discount. Those with a prepaid Autopass ferry account get a 50% (40% corporate) discount for vehicles and 17% for passengers at manual payment crossings. See https://www.autopassferje.no for more information. The system involves installing

470-496: A principal disadvantage is absence of an interested and influential Chinese party. As of the 3rd Quarter of 2004, WFOEs had replaced EJVs and CJVs as follows: (*)=Financial Vventures by EJVs/CJVs (**)=Approved JVs These enterprises are formed under the Sino-Foreign Investment Act. The capital is composed of value of stock in exchange for the value of the property given to the enterprise. The liability of

517-404: Is allowed to enter into contracts with appropriate government authorities to acquire land use rights, rent buildings, and receive utility services. In this it is more similar to a CJV than an EJV. WFOEs are expected by PRC to use the most modern technologies and to export at least 50% of their production, with all of the investment is to be wholly provided by the foreign investor and the enterprise

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564-604: Is described below. The EJV Law is between a Chinese partner and a foreign company. It is incorporated in both Chinese (official) and in English (with equal validity), with limited liability. Prior to China's entry into WTO – and thus the WFOEs – EJVs predominated. In the EJV mode, the partners share profits, losses, and risk in equal proportion to their respective contributions to the venture's registered capital. These escalate upwardly in

611-470: Is done in parallel with other activities in forming a JV. Though dealt with briefly for a shareholders' agreement , some issues must be dealt with here as a preamble to the discussion that follows. There are also many issues which are not in the Articles when a company starts up or never ever present. Also, a JV may elect to stay as a JV alone in a "quasi partnership" to avoid any nonessential disclosure to

658-470: Is what will happen if the firm is dissolved, if one of the partners dies, or if the firm is sold. Often, the most successful JVs are those with 50:50 partnership with each party having the same number of directors but rotating control over the firm, or rights to appoint the Chairperson and Vice-chair of the company. Sometimes a party may give a separate trusted person to vote in its place proxy vote of

705-515: Is within his total control. WFOEs are typically limited liability enterprises. Like with EJVs, but the liability of the directors, managers, advisers, and suppliers depends on the rules which govern the Departments or Ministries which control product liability, worker safety or environmental protection. An advantage the WFOE enjoys over its alternates is enhanced protection of its know-how but

752-486: The World Trade Organization (WTO) around 2001 has had profound effects on foreign investment. Not being a JV, they are considered here only in comparison or contrast. To implement WTO commitments, China publishes from time to time updated versions of its "Catalogs Investments" (affecting ventures) prohibited, restricted. The WFOE is a Chinese legal person and has to obey all Chinese laws. As such, it

799-500: The Øresund Bridge ),established EasyGo in 2007. Austrian ASFiNAG joined the partnership in 2009. All existing systems implemented in the Nordic countries by 2007 ( AutoPASS and BroBizz ) are included, and no revision of the laws in the countries was required. EasyGo countries have four different currencies and variable VAT levels . From 1 January 2021, OBE's must be issued by EETS-registered providers in order to be used at

846-450: The "constitution" of a company in these countries. The articles of association regulate the interaction between shareholders and the directors of a company and can be a lengthy document of up to 700,000 or so pages. It deals with the powers relegated by the stockholders to the directors and those withheld by them, requiring the passing of ordinary resolutions , special resolutions and the holding of Extraordinary General Meetings to bring

893-459: The DOC data, foreign joint ventures of U.S. companies realized a 5.5 percent average return on assets (ROA), while those companies' wholly owned and controlled affiliates (the vast majority of which are wholly owned) realized a slightly lower 5.2 percent ROA. The same story holds true for investments by foreign companies in the U.S., but the difference is more pronounced. U.S.-based joint ventures realized

940-702: The EasyGo services. However, some Service Providers only supply OBEs for one of the services. For an OBE to be valid in a toll domain, an agreement between the Service Provider and the Toll Domain/Toll Charger is required. Joint venture A joint venture ( JV ) is a business entity created by two or more parties, generally characterized by shared ownership , shared returns and risks , and shared governance. Companies typically pursue joint ventures for one of four reasons: to access

987-640: The Founder at board meetings. Recently, in a major case the Indian Supreme Court has held that Memorandums of Understanding (whose details are not in the articles of association) are "unconstitutional" giving more transparency to undertakings. A JV is not a permanent structure. It can be dissolved when: Joint ventures are risky forms of business partnerships . Literature in business and management has paid attention to different factors of conflict and opportunism in joint ventures, in particular

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1034-600: The Great Belt Fixed Link. Few of the Norwegian AutoPass providers were EETS providers, and most AutoPASS consequently could not be used at Storebælt. The Norwegian AutoPass providers SkyttelPASS, Flyt and Fremtind Service have since been EETS-registered. In December 2021, the Norwegian Public Roads Administration withdrew from EasyGo starting a transition period until 31 March 2022. AutoPASS providers need to be EETS-registered and approved by

1081-464: The JV's life, giving the option to the foreign investor, by holding higher equity, obtains a faster rate of return with the concurrent wish of the Chinese partner of a later larger role of maintaining long-term control. The parties in any of the ventures, EJV, CJV or WFOE prepare a feasibility study outlined above. It is a non-binding document – the parties are still free to choose not to proceed with

1128-463: The Norwegian system has no access control. However, the unique ID within the unit is available for those with the proper DSRC equipment. There is an internal storage space for 100 log entries, which are normally updated each time a vehicle owner is charged when passing a toll plaza. This is a collection of receipt entries that includes the time, date, and station identity of the toll plaza that did

1175-536: The US) covering know-how and trademarks and supply-of-equipment agreements. The minimum equity is prescribed for investment truncated, where the foreign equity and debt levels are: There are also intermediary levels. The foreign investment in the total project must be at least 25%. No minimum investment is set for the Chinese partner. The timing of investments must be mentioned in the Agreement and failure to invest in

1222-461: The cases, the status of the formed enterprise is that of a legal Chinese person which can hire labor directly as, for example, a Chinese national contactor. The minimum of the capital is registered at various levels of investment. Other differences from the EJV are to be noted: Convenience and flexibility are the characteristics of this type of investment. It is therefore easier to find co-operative partners and to reach an agreement. With changes in

1269-472: The criteria on the entire public road network. Failure to carry a toll payment tag will result in a fine of 8,000 NOK. Failure to pay within three weeks increases the penalty charge to 12,000 NOK. Failure to comply twice within two years results in a fine of 16,000 NOK. EasyGo EasyGo is a joint venture between Norway , Sweden , Denmark and Austria , that enables use of a single electronic toll tag on toll roads , ferries and bridges in all

1316-622: The death of Mao Zedong in 1976, initiatives in foreign trade began to be applied, and law applicable to foreign direct investment was made clear in 1979, while the first Sino-foreign equity venture took place in 2001. The corpus of the law has improved since then. Companies with foreign partners can carry out manufacturing and sales operations in China and can sell through their own sales network. Foreign-Sino companies have export rights which are not available to wholly Chinese companies, as China desires to import foreign technology by encouraging JVs and

1363-503: The directors' decision to bear. A Certificate of Incorporation or the Articles of Incorporation is a document required to form a corporation in the U.S. (in actuality, the state where it is incorporated) and in countries following the practice. In the US, the "constitution" is a single document. The Articles of Incorporation is again a regulation of the directors by the stock-holders in

1410-471: The following major ways: In the UK , India , and in many common law countries, a joint-venture (or else a company formed by a group of individuals) must file its memorandum of association with the appropriate authority. This is a statutory document which informs the public of its existence. It may be viewed by the public at the office in which it is filed. Together with the articles of association , it forms

1457-423: The government or the public. Some of the issues in a shareholders' agreement are: There are many features which have to be incorporated into the shareholders' agreement which is quite private to the parties as they start off. Normally, it requires noтуОЧ submission to any authority. The other basic document which must be articulated is the Articles, which is a published document and known to members. This repeats

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1504-567: The indicated time, draws a penalty. Co-operative Joint Ventures (CJVs) are permitted under the Sino-Foreign Co-operative Joint Ventures. Co-operative enterprises are also called Contractual Operative Enterprises. The CJVs may have a limited structure or unlimited – therefore, there are two versions. The limited-liability version is similar to the EJVs in status of permissions – the foreign investor provides

1551-602: The influence of parent control structure, ownership change, and volatile environment. Government procurement regulations, such as the Federal Acquisition Regulation (FAR) in the United States, may specify how joint ventures are to be approached as suppliers or confirm that a joint venture or other form of contractor partnering is seen as a "desirable" arrangement for supplying to government. The FAR states that The Government will recognize

1598-405: The integrity and validity of contractor team arrangements [including joint ventures], provided the arrangements are identified and company relationships are fully disclosed in an offer or, for arrangements entered into after submission of an offer, before the arrangement becomes effective. The Government will not normally require or encourage the dissolution of contractor team arrangements. Under

1645-719: The latest technologies. Under Chinese law, foreign enterprises are divided into several basic categories. Of these, five will be described or mentioned here: three relate to industry and services and two as vehicles for foreign investment. Those five categories of Chinese foreign enterprises are: the Sino-Foreign Equity Joint Ventures (EJVs), Sino-Foreign Co-operative Joint Ventures (CJVs), Wholly Foreign-Owned Enterprises (WFOE), although they do not strictly belong to Joint Ventures, plus foreign investment companies limited by shares (FICLBS), and Investment Companies through Foreign Investors (ICFI). Each category

1692-480: The law, it becomes possible to merge with a Chinese company for a quick start. A foreign investor does not need to set up a new corporation in China. Instead, the investor uses the Chinese partner's business license, under a contractual arrangement. However, under the CJV, the land stays in the possession of the Chinese partner. There is another advantage: the percentage of the CJV owned by each partner can change throughout

1739-402: The majority of funds and technology and the Chinese party provides land, buildings, equipment, etc. However, there are no minimum limits on the foreign partner which allows him to be a minority shareholder. The other format of the CJV is similar to a partnership where the parties jointly incur unlimited liability for the debts of the enterprise with no separate legal person being created. In both

1786-447: The member countries. The purpose of EasyGo is to enable the use of one OBE for payment when driving through any toll facility one might encounter on the way through Northern Europe and Austria. EasyGo is based on DSRC 5.8 GHz microwave technology and there are major differences between the operators. The toll stations have different design and there is no common EasyGo signage, although there are some common features. EasyGo

1833-634: The operators in order for the OBE to be valid in those toll facilities after the transition period ends. The EasyGo Basic service is for vehicles only travelling in Scandinavia or has a maximum allowable weight of 3.5 tons. EasyGo+ is a cross-border toll collection service, allowing drivers of vehicles over 3.5 tons to pay tolls in Austria, Denmark, Sweden and Norway, using only one OBE in all four countries. There are several Service providers that offer

1880-474: The project. The feasibility study must cover the fundamental technical and commercial aspects of the project, before the parties can proceed to formalize the necessary legal documentation. The study should contain details referred to earlier under Feasibility Study (submissions by the Chinese partner). There is basic law of the PRC concerning enterprises with sole foreign investment controls, WFOEs. China's entry into

1927-532: The rental company to get the toll bill and charge the customer afterwards. Tolls are normally VAT-free because legally only the owner is responsible for tolls. The exception is rental cars, as charging the rental customer is legally seen as an extra rental fee. Toll rings have generally used the "hour rule" since 2022, meaning that only one passage per hour is charged if the owner has a contract. Especially in Oslo and Tromsø, which have multiple ring roads, driving without

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1974-549: The rules applicable to public procurement in the European Union , public bodies may insist that suppliers intending to provide goods and services through a joint partnership accept joint liability for the execution of the contract. According to a 2003 report of the United Nations Conference on Trade and Development , China was the recipient of US$ 53.5 billion in direct foreign investment, making it

2021-440: The same proportion as the increase in registered capital. The JV contract accompanied by the articles of association for the EJV are the two most fundamental legal documents of the project. The Articles mirror many of the provisions of the JV contract. In case of conflict the JV document has precedence. These documents are prepared at the same time as the feasibility report. There are also the ancillary documents (termed "offsets" in

2068-435: The shareholders agreement as to the number of directors each founder can appoint to the board of directors; whether the board controls or the founders; the taking of decisions by simple majority (50%+1) of those present or a 51% or 75% majority with all directors present (their alternates/ proxy ); the deployment of funds of the firm; extent of debt; the proportion of profit that can be declared as dividends; etc. Also significant

2115-833: The tolling transaction. Each Autopass unit features a move detection mechanism. When the unit is removed from the windscreen, an electrical switch will be activated, causing a flag to be set in a processor within the Autopass unit. This flag will be registered when doing a tolling transaction the next time the unit passes a toll plaza. As of 1 January 2015, it is compulsory for all vehicles over 3.5 tonnes (3.4 long tons; 3.9 short tons) registered to an enterprise, state, county, or municipal administration or which are otherwise primarily used for business purposes to have an electronic toll payment tag when driving in Norway. The provision has its legal basis in regulations adopted on 10 October 2014. It applies to all Norwegian and foreign vehicles that meet

2162-426: The world's largest recipient of direct foreign investment for the first time, to exceed the US. Also, it approved the establishment of nearly 500,000 foreign-investment enterprises. The US had 45,000 projects by 2004 with an in-place investment of over 48 billion. Until recently, no guidelines existed on how foreign investment was to be handled due to the restrictive nature of China toward foreign investors. Following

2209-613: Was Europe's first commercial cross-border toll collection service. Initial discussions began in 2004, when the Svinesund Bridge between Norway and Sweden was being built. The Norwegian Public Roads Administration and the Swedish Transport Agency , together with Sund & Bælt (operator of the Great Belt Fixed Link ) and Øresundsbro Konsortiet (Danish/Swedish joint venture, operator of

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