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Oil Co., Propane Co. and Butane Co. form an unincorporated joint venture that is engaged in the exploration and exploitation of mineral deposits for the production of oil and gas. Oil Co., Propane Co. and Butane Co. are registrants. The ownership and operating agreements state that each co-venturer holds a one-third undivided interest in the joint venture property, and that the mineral produced and expenses incurred by the joint venture are to be allocated equally to the three parties. The agreements also specify that the parties do not intend to form a partnership. Furthermore, each co-venturer has the right of mutual control and management of the joint venture. Co-venturer Butane Co. proposes to sell its undivided interest in the producing property (i.e., interest in and to the leases, lands and petroleum substances, and tangible property for the production and processing of petroleum substances) to a third party, Methane Co., who is also a registrant.
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