6.3 Decisions on contractual matters, employment and personal matters, as well as other conditions, are made as far as possible by the ADMINISTRATION/MANAGEMENT COUNCIL, unless conditions or circumstances require something else. The shareholders` pact aims to ensure the fair treatment of shareholders and the protection of their rights. This article does not comprehensively address all possible concepts and variations of a SHA, but those that are most used. ATS should ideally be closed when setting up a company between the parties intending to create it and be their original shareholders, although the SHAs may be closed after the creation and operation of a business. Specific transactions or the needs of different internship investors often require different conditions and are likely to be the subject of negotiations and possible further changes. In the case of companies with different types of shares, changes in concepts may also occur, since different classes of shares have different rights and obligations, normally defined in a company`s statutes; However, all shareholders, regardless of class, are generally tied to a SHA. This section does not take into account the laws of a particular jurisdiction. 17.1 The company`s shareholder register must indicate that the parties have entered into this shareholders` agreement. The parties mentioned above, referred to as “parties” and individually “parties,” have the following shareholder contract (the “shareholders` pact”) relating to the ownership of the parties to COMPANY NAME, the number of VAT NUMBER, a company registered in accordance with COUNTRY laws (hereafter referred to as “companies”).
To be clear, a pellet gun clause requires a shareholder to make an offer to another shareholder, which in turn triggers reciprocal purchase or sale rights. A sell-and-call option defines a clear price or means to determine a price, while a rifle clause allows the supplier to set a price. In addition, an option must have a clear exercise trigger, whether it is a date or event, while a gun-to-gun clause can only be invoked by an offer to buy or sell. External financing and associated conditions are generally determined by a company`s board of directors and must be linked to all guarantees in a SHA. In this case, the SHA may stipulate that such external financing must be obtained without guarantee or support from shareholders (unless everyone gives their prior consent). In addition, shareholder agreements often provide that if, for example, an investor buys preferred shares in a company for $20 each, one for one can be converted into common shares, and the company then proceeds with a new capital increase cycle that values the common shares at $15 each (a decrease), the investor`s shares will be devalued (economic dilution). The investor could not convert his preferred shares into common shares without losing $5 per share.