Stock Issuance Agreement Template

8.3. Buy-sell after the death of the shareholder. Following the death of a shareholder, the company purchases the estate of the deceased shareholder or the interests or successors (the "deceased shareholder") and sells the entire portfolio of the company currently held by that shareholder. This sale takes place within sixty (60) days of the appointment of a legal representative of the estate of the deceased shareholder. 8.4. Buy-sell for other reasons. A shareholder may voluntarily sell all the shares of the group currently held by that shareholder ("outgoing shareholder"). All sales made under this directive with respect to the outgoing shareholder are made within 60 days of the written intention of the sale to the company and other shareholders. 3.8.

Approval of all shareholders. Notwithstanding the contrary provisions of this shareholder agreement, the written agreement of all shareholders is necessary to authorize the following transactions: mergers or consolidations in which the company participates; amending or repealing the company`s by-law; Issuing shares of any class or other rights related to the issuance of shares of the company; The transfer of all or most of the company`s assets; Changing the shareholder contract or voluntary dissolution of the company. What is a shareholder contract? A shareholders` pact is a document involving several shareholders of a company, which details the results and concrete measures that are taken in the event of the departure of a shareholder of the company, whether voluntarily, involuntarily or when the company ceases operations. 2.2. The shares listed above represent the total share capital issued and outstanding of the company. The company confirms that it has obtained the full consideration of the shares mentioned above by each shareholder, and each shareholder confirms that certificates representing its shares have been obtained. All of the above-mentioned shares and any additional shares of the company`s capital stock that may be acquired by shareholders in the future are subject to this agreement. 3.9. Shareholder employment. Shareholders may be appointed responsible for the company as long as they hold shares in the company, carry out their activities and satisfactorily fulfil their duties and obligations, as defined in this agreement, the statutes and statutes of the company. The security, bonds and other terms of employment, including annual salary, will remain in a separate document and must only be approved with the unanimous agreement of the shareholders and can only be changed after the fact. PandaTip: The distribution or resale of shares outside may be accompanied by a large number of legal provisions that this agreement does not seek to address, which is why this clause is important.

PandaTip: This model of shareholder agreements defines the conditions for shareholder interaction and what happens when one or more of them want to leave the company or something happens that forces the exit of a shareholder or the closure of the company. 2.1. The shareholders listed above own the number of common shares and the approximate percentage of the company`s ownership, as shown below: 3.2.3. After the presentation of the company`s original statutes, all information certificates that may be required by the California Minister of Foreign Affairs; PandaTip: This section ensures that shareholders have the same expectations about when they can withdraw money from the company and ensure that distributions do not compromise the company`s financial needs. . For all debts and debts of the company in accordance with the law, including liquidation and liquidation costs, but without a shareholder loan; .

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