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A shotgun clause (or Texas Shootout Clause [1]) is a term of art, rather than a legal term. It is a specific type of exit provision that may be included in a shareholders' agreement, and may often be referred to as a buy-sell agreement. The shotgun clause allows a shareholder to offer a specific price per share for the other shareholder(s ...
In corporate finance, a Standby Equity Distribution Agreement (SEDA) is a type of share allocation agreement between a company and a share purchaser. It is a form of private placement. A SEDA offers a relatively flexible way of raising capital, allowing companies to further customize their approach to capital and risk management.
An asset purchase agreement (APA) is an agreement between a buyer and a seller that finalizes terms and conditions related to the purchase and sale of a company's assets. [1] [2] It is important to note in an APA transaction, it is not necessary for the buyer to purchase all of the assets of the company. In fact, it is common for a buyer to ...
Buy–sell agreement can be in the form of a cross-purchase plan or a repurchase (entity or stock-redemption) plan. For greater neutrality and effectiveness of the buy–sell arrangement, the service of a corporate trustee is recommended. Profit or loss from a buy-sell agreement may trigger tax conquencess and taxable income. [2]
Shareholders' agreements vary enormously between different countries and different commercial fields. However, in a characteristic joint venture or business startup, a shareholders' agreement would normally be expected to regulate the following matters: regulating the ownership and voting rights of the shares in the company, including
Owning stock in the company makes you a shareholder as well as a stakeholder. But anyone affected by the company could be considered a stakeholder, whether they own the company’s stock or not ...
The first (“full” tag-along right) allows the minority shareholder to sell all of their shares in the event of a transaction between the majority shareholder and a third party. The second (“ pro-rata ” tag-along right) forces the majority holder to reduce the amount of equity it wants to sell and provide the minority an opportunity to ...
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