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Joint Ventures in U.S. Mining of Critical Minerals: Contracting Structures and, Regulatory and Tax Considerations

Recording of a 90-minute premium CLE video webinar with Q&A

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Conducted on Thursday, February 15, 2024

Recorded event now available

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This CLE webinar will guide energy professionals and industry participants on the market trends driving recent joint ventures (JVs) in the mining of critical minerals in light of initiatives for the production of batteries, semiconductors and clean energy technologies. The panel will examine structuring JVs and the strategic considerations such as contracting structures, tax incentives and the U.S. Inflation Reduction Act (IRA).


Clean energy technology deployment around the world highlights the strategic issue of security of critical minerals supply chains giving rise to increased competition for resources. Strategic JVs are entered into for U.S. mining of critical minerals based on various reasons, such as access to mining expertise, technology, cost sharing and local geographical considerations.

Economic, operational, and other challenges require JVs to spread costs, overcome limitations, and mitigate risks. These JVs may include direct investment by vehicle / battery manufactures, in addition to tradition supply chain mining companies.

The potential parties to a JV must weigh several considerations when determining what type of structure to use, including issues regarding transferability of the interests acquired, management, and tax. The parties must delineate the scope and purpose of the JV and define what business activities the JV can and cannot do, as well as address potential conflicts with the parties' other businesses.

Listen as our authoritative panel of energy and mining professionals discusses the market trends driving recent joint ventures for U.S. mining of critical minerals as well as structural considerations and IRA tax incentives. The panel will also examine several issues related to joint ventures, such as management and control, transferability, mutual interest provisions and consents.



  1. Market trends for JVs in mining of critical minerals
  2. Contractual structures; allocating liability and risk
  3. U.S. Inflation Reduction Act – Proposed Rule defining “Foreign Entity of Control” and Clean Vehicle Credit Exclusions
  4. Tax issues


The panel will review these and other key items:

  • What are the structuring alternatives for U.S. mining of critical mineral JVs?
  • What are the primary terms to negotiate when structuring JVs for the mining of critical minerals?
  • What are the formation and operational issues to address?
  • What are the key recent updates to the U.S. Inflation Reduction Act?


de Bernier, Paul
Paul C. de Bernier

Mayer Brown

Mr. de Bernier serves as global co-leader of Mayer Brown’s Corporate & Securities practice. He is also...  |  Read More

Seidl, Rebecca
Rebecca R. Seidl

Mayer Brown

Ms. Seidl is a partner in Mayer Brown's Houston office and a member of the Infrastructure Investment group and...  |  Read More

Coles, Ian
Ian Coles

Mayer Brown

Mr. Coles heads Mayer Brown's Africa and Mining practices and co-heads the Global Projects practice. He...  |  Read More

Kiely, Daniel
Daniel T. Kiely

Mayer Brown

Mr. Kiely is a partner in Mayer Brown’s New York office and a member of the Tax Transactions & Consulting...  |  Read More

Payne, Warren
Warren S. Payne

Senior Advisor
Mayer Brown

Mr. Payne is a senior advisor in Mayer Brown's Washington DC office and a member of the Tax, Public Policy,...  |  Read More

Birdsall, Brandon
J. Brandon Birdsall

Mayer Brown

US and multinational companies seek J. Brandon Birdsall’s advice on mergers and acquisitions, divestitures and...  |  Read More

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