However, this flexibility can lead to conflicts between a shareholder contract and a company`s constitutional documents. Although the laws differ from country to country, most conflicts are generally resolved as follows: the content of the shareholders` pact may overlap with other corporate documents, including statutes. The articles contain, for example, provisions relating to decision-making and share transfer, and in another article we looked at what investors should pay attention to in a company`s by-laws. A shareholders` pact, also known as the Shareholders` Pact, is an agreement between the shareholders of a company that describes how the company should be operated and defines the rights and obligations of shareholders. The agreement also contains information on the management of the company and the privileges and protection of shareholders. Investors can also draw up a shareholders` pact at a later date; However, if business works, their expectations may continue to diverge. It may be more difficult to reach consensus. Investors can postpone discussion of a shareholder pact in order to stick to the important role of creating the company. Although they may intend to return later, when there is more time, the opportunity cannot arise and something else is always a priority. Even if they resume it later, shareholder expectations and feelings about the transaction may have diverged by then, making it more difficult for them to accept the terms to be included in the shareholders` pact.
As described above, this depends on the number of shareholders and their respective holdings. 17.2 However, the content of this shareholder agreement cannot be changed without mutual agreement between the parties. The parties consult annually at the company`s general meeting on whether to revise the shareholder contract. Where a shareholder has not fully or partially subscribed to his share in cash within the allotted time, the remaining shares may be acquired by the other shareholders. When a cash call results in the acquisition of new shares by a shareholder, either directly or via a loan convertible into shares, it ultimately results from the dilution of the shares of shareholders who did not participate in the cash auction. While a SHA and the statutes were to be completed, a SHA may include a supremacy clause to ensure that the SHA annuls the statutes (in case of inconsistency, shareholders can then amend the articles accordingly). Because the statutes follow a legal model, they are not able to deal with matters that are unique to shareholders, as this would streamline the legal powers of the company. Conversely, a SHA can address all aspects of the shareholder relationship and address issues that are unique to those shareholders or that company, and even specify other agreements that must be concluded between individual shareholders and the company, such as contracts. B work, management agreements and technology transfer agreements (for example. B, intellectual property licenses, patents, trademarks or copyrights). 16.2 Disputes between the parties, owners and/or the company regarding the shareholder contract or other agreements between the contracting parties, the owners and/or the company are settled through mutual negotiations.
THE SHS options give a shareholder the right, but not the obligation to resell its shares to the company (or other shareholders) at a time or at one or more events determined at a specified price or price determined by a predetermined formula. Investors who want to leave a business prematurely because it does not get certain income on a given date often need a put option.