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What are the drag along rights in a shareholder agreement?

A drag-along right is a provision or clause in an agreement that enables a majority shareholder to force a minority shareholder to join in the sale of a company. The majority owner doing the dragging must give the minority shareholder the same price, terms, and conditions as any other seller.

What is an example of a drag-along right clause?

(a)If Stockholders holding a majority of the outstanding shares of Company Common Stock (in such capacity, the Dragging Parties) receive a bona fide offer from a Person other than a Stockholder or an Affiliate of a Stockholder (a Third Party) to purchase (other than in an IPO) at least a majority of the shares of

What are the drag rights in a shareholder agreement?

A drag along clause will allow the majority shareholder to drag the remaining minority shareholders with them and require them to sell their shares to the potential buyer at the same price, in order to allow the buyer to purchase the entire company.

What is the threshold for drag-along rights?

Threshold: Parties need to determine the threshold (i.e. the percentage of shares) that will trigger the drag-along right. This threshold is usually around 75% but this can be lower depending on the structure and bargaining power of the parties.

What are the rights in a shareholders agreement?

A shareholders agreement describes the rights and obligations of shareholders, issuance of shares, the operation of the business, and the decision-making process. The unanimous approval requirement and the tag-along provision protect the interests of minority shareholders.

Does a shareholder agreement have to be in writing?

A shareholder agreement does not have to be in writing to be enforced unless some aspect of the agreement is subject to the Statute of Frauds (a discussion about the Statute of Frauds is beyond this page), or if the terms of the verbal agreement are so complicated and disputed that they must be explicitly written down

What should be included in a shareholder agreement?

A shareholders agreement includes a date; often the number of shares issued; a capitalization table that outlines shareholders and their percentage ownership; any restrictions on transferring shares; pre-emptive rights for current shareholders to purchase shares to maintain ownership percentages (for example, in the

What are the key clauses in a shareholder agreement?

Pre-emptive rights: A key clause in a shareholder agreement is the right of current shareholders to buy any newly issued shares before it is opened up to third parties. This clause helps protect existing shareholders from losing their share value.

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Paste word in the Shareholder Agreement Template

Paste word in Shareholder Agreement Template. Simplify your document editing with DocHub

Here is how to paste word in Shareholder Agreement Template with DocHub:

PDF editing simplified with DocHub

Drive efficiency with the DocHub add-on for Google Workspace

Got questions?

What are the drag along rights in a shareholder agreement?

What is an example of a drag-along right clause?

What are the drag rights in a shareholder agreement?

What is the threshold for drag-along rights?

What are the rights in a shareholders agreement?

Does a shareholder agreement have to be in writing?

What should be included in a shareholder agreement?

What are the key clauses in a shareholder agreement?

See why our customers choose DocHub

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Paste word in the Shareholder Agreement Template

Paste word in Shareholder Agreement Template. Simplify your document editing with DocHub

Here is how to paste word in Shareholder Agreement Template with DocHub:

PDF editing simplified with DocHub

Drive efficiency with the DocHub add-on for Google Workspace

Related features

Got questions?

What are the drag along rights in a shareholder agreement?

What is an example of a drag-along right clause?

What are the drag rights in a shareholder agreement?

What is the threshold for drag-along rights?

What are the rights in a shareholders agreement?

Does a shareholder agreement have to be in writing?

What should be included in a shareholder agreement?

What are the key clauses in a shareholder agreement?

See why our customers choose DocHub

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