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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
Tag-along rights are usually incorporated into a shareholder's agreement, a type of contract. Tag-along rights are a form of contract clause and therefore not enshrined in statutes . As such, they have to be agreed upon by the parties beforehand in a shareholders’ agreement . [ 8 ]
Drag-along rights are fairly standard terms in a stock purchase agreement. This right protects majority shareholders (allowing them to sell to an owner desiring total control of the entity, without being encumbered by holdout investors), but also protects minority shareholders (who can sell their investment on the same terms and conditions as ...
By convention, most common law jurisdictions divide the constitutional documents of companies into two separate documents: [1]. the Memorandum of Association (in some countries referred to as the Articles of Incorporation) is the primary document, and will generally regulate the company's activities with the outside world, such as the company's objects and powers.
The House of Lords thus held that while the agreement could bind the shareholders it could not bind the company itself; This was a clear undertaking by T.B.L. in a formal agreement not to exercise its statutory powers for a period which could, certainly on one view of construction, last for as long as one of the parties remained a shareholder.
For example, say Abe owns 55% of Widgets Inc., and wants to sell his shares to Bill for $55. Chuck owns 2 shares of Widgets Inc. He does not like the looks of Bill, so he wants to piggy-back in on the deal, and sell his shares too. The shareholder agreement includes a piggy-back agreement. Chuck notifies both Abe and Bill in writing of his ...
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