We are helping some long-term clients with the exit of the main business partner via a buy out from the more junior partners. The principle documents will be a share sale agreement and a new shareholder agreement. However, we are in a tricky situation because of the potential for conflict. We need to decide who […]
Sale of Share Agreements Read More »
I had prepared a shareholder agreement for some clients. An issue arose between two groups of shareholders and one group asked me if I could interpret the shareholder agreement and that everyone had agreed that they would abide by the opinion. However, when I spoke to the other group, it was not that clear cut.
Mediating Disputes Read More »
We spoke to an old colleague of Michael’s this week who is merging his business with the business of another old colleague. He needs a share swap agreement with the first guy’s company becoming a subsidiary of the second guy’s company, and the first guy taking shares in the second guy’s company. They also want
Merging Businesses Read More »
We met a new client yesterday who is looking to allow some of his employees to buy into his company. We discussed different ways and means – selling his shares or allotting new shares in the company, with him getting the proceeds in the first instance and the company getting the funds in the latter.
Buying into Companies Read More »
We have been working on a shareholder agreement with some slightly complicated succession clauses. In summary: (a) the company pays for insurance for the key persons associated with each of the shareholder companies; (b) in the event of death or total and permanent incapacity of a key person: (i) the shareholders associated with that key
Shareholder Agreements Read More »
We worked this week on some advice on a proposed shareholder agreement that had been provided to a client of ours. According to our instructions, there were quite a few disparities between the deal that our client thought had been done, and the wording of the shareholder agreement. Some problems included: (a) shares were required
Advice on a Messy Shareholder Agreement Read More »