(d) the board will be responsible for appointing the president of the company who shall be referred to as the chief executive officer (the “ceo”) and who shall report to the board on a regular basis. attendance at the meeting by a director shall be deemed to be a waiver of the giving of such notice. the defining of their duties and functions and the salaries and remuneration to be paid to them will be a function of the board of directors.
in the event that the company is acquired by a third party or parties, all shares subject to vesting will become fully vested at that time. in the event that a founder’s employment is terminated for any reason, the shares held by the terminated employee will be cancelled and returned to the treasury of the company. 3.6 if the offerees by reason of the provisions hereinbefore contained, do not purchase the offered shares then the seller shall be at liberty to sell the offered shares to an outsider but only at a price equal to or in excess of the price contained in the selling notice and on the same terms as disclosed in the selling notice. 6.2 the parties hereby agree that notice of this agreement shall be endorsed in red ink on all certificates representing shares from time to time held or beneficially owned by them; and that a copy of this agreement shall be maintained in the legal records of the company.
a shareholder agreement outlines the details of a corporation so that there is no confusion as to the rights of each shareholder from the beginning. in this agreement, you will also name any officers of the business and determine who is going to be a managing shareholder. the shareholder agreement should establish voting rights of all shareholders and the type of vote that is required in order for a decision to be made.
once the business is in existence for a number of years, there will probably be a need for stocks to be transferred or sold to another shareholder. while it is not possible to completely rid the corporation of future disputes, a well-written shareholder agreement can be used to settle shareholder disputes in a civil manner. as you set up the business, a successful shareholder agreement will also determine what will happen in the event that the business wants to dissolve.
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