If you indulge in business with others and are looking to have confidence in your future relationships with them, you should consider entering into a shareholder agreement to protect both the business and your own investment in the business. A minority shareholder may want a provision that, if someone is willing to buy the shares of a majority shareholder, a shareholder can only sell the shares if the same offer is made to all shareholders, including minority shareholders. This is often referred to as a « tag along » determination. This is to ensure that minority shareholders receive the same return on investment as other shareholders. If a shareholder does not comply with the agreement, he may be removed from office as a shareholder and any transfer withheld by him would be null and void. When setting up a company with more than one shareholder, shareholders are often advised to enter into a shareholder agreement in order to further regulate how business is to be conducted between them. However, since this is not a legal obligation, why invest your time and money to reach a shareholder agreement? At the beginning of a new business relationship, it is often difficult to predict a scenario in which business partners will fail or have difficulty making decisions. Unfortunately, disagreements can arise and trying to agree on the conditions that should apply if you fail when you have already fallen is almost impossible. It is easier to formalize the approach taken when the relationship becomes sour at the beginning of the relationship than to risk waiting for disagreements to solidify. If a majority shareholder wants to sell their shares but a minority shareholder is not willing to accept, it is important to include a provision that requires that shareholder to sell their shares.
This is often referred to as a « drag » determination. This allows the majority shareholder to make his investment at the time and at the price he deems appropriate. Of course, the price and other payments for the sale must be fair to all shareholders, including minority shareholders. In most countries, registration of a shareholders` agreement is not required for it to be effective. In fact, it is the perceived greater flexibility of contract law compared to corporate law that provides much of the rationale for shareholder agreements. A shareholders` agreement, also known as a shareholders` agreement, is an agreement between the shareholders of a corporation that describes how the corporation should be operated and describes the rights and obligations of shareholders. The agreement also contains information on the management of the company, as well as on the privileges and protection of shareholders. Over time, the personal situation of each shareholder can change considerably. .