Bold pattern in the Tag-Along Agreement

Aug 6th, 2022
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How to bold pattern in the Tag-Along Agreement

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hello everyone hi welcome to the channel of WallStreetmojo watch the video till the end also if you are new to this channel then you can subscribe us by clicking the bell ican today we have a topic with us as dragged along rights when we talk about drag loan right so we have couple of details right here like this one thing highlighted lighthouse shall exercise its dragon on rights to require to register holders of the all remaining shares to sell of their transfer shares in okay no issues will will will get to the details of this particular topic first and the foremost thing what we need to understand here is first and the foremost thing what are the drag along the rights first question see dragged along rights Clause gives power to majority shareholders at the firm by which they know they can drag along the minority shareholders to see to sell their stake in the company at the time of the merger or acquisition for example company ABC you know has listed on exchange and a larger compa

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Tag-along rights also referred to as co-sale rights, are contractual obligations used to protect a minority shareholder, usually in a venture capital deal. If a majority shareholder sells his stake, it gives the minority shareholder the right to join the transaction and sell their minority stake in the company.
In its simplest terms, a drag-along is a contract term requiring stockholders to vote in favor of the sale of the company under certain conditions and otherwise cooperate with the sale process in other words, it allows certain parties to drag other stockholders to support such a transaction.
Drag-along rights and tag-along rights are important forms of investment realisation in a shareholders agreement. Drag-along rights favour the majority shareholder while tag-along rights are more beneficial to the minority shareholder.
Rights of first refusal are often paired with co-sale rights (also known as tag-along rights). Co-sale rights give the holder the option to participate in the sale of the startupor any other liquidation eventon equal terms as the other parties involved.
For example, if a third party offers to buy out a company and the majority shareholder wish to accept the deal, a drag-along right will ensure that minority shareholders accept the buy-out. Basically the minority shareholders are dragged into accepting the deal on the terms negotiated by the majority shareholder.
For example, if you own 10% of the companys shares and you have a tag along right, you would be given the opportunity to sell 10% of the total parcel of shares that are being sold. This type of clause would typically result in shareholders selling some of their shares, but none of them being able to sell all of them.
The tag along clause requires the minor shareholder to be allowed to join in on a sale. Both clauses are designed to give the minor shareholder the rights to receive the same price, terms and conditions as any other seller.
Peter comes along who wants to buy X company. Jack likes the deal and agrees to sell his shares. Having drag-along rights enables Jack to drag along X companys minority shareholders, requiring them to sell their shares to Peter to complete the purchase.

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