The Virginia Right of First Refusal Clause is an essential provision frequently included in shareholders' agreements to protect the rights of shareholders when it comes to selling or transferring their shares in a Virginia corporation. This clause grants existing shareholders the opportunity to purchase shares being sold or transferred by another shareholder before they are offered to external parties. By exercising the right of first refusal, shareholders have the chance to maintain the control and ownership structure of the corporation. There are two primary types of Virginia Right of First Refusal clauses that can be incorporated into a shareholders' agreement: 1. Absolute Right of First Refusal: This type of clause provides existing shareholders with an absolute right to purchase shares being offered for sale or transfer. When a shareholder decides to sell or transfer their shares, they are required to notify the corporation and provide details of the proposed transaction. The existing shareholders then have the first opportunity to match the terms of the proposed transaction and acquire the shares. 2. Right of First Refusal with Exceptions: This variation of the clause allows existing shareholders to exercise their right of first refusal, but also permits certain exceptions. For example, the shareholder seeking to sell or transfer their shares may be allowed to bypass the right of first refusal if the proposed buyer is an affiliate or family member. Additionally, a designated percentage of shares may be excluded from the right of first refusal, providing some flexibility for shareholders to distribute their shares without invoking the clause. It is important to note that the Virginia Right of First Refusal Clause provides a mechanism for existing shareholders to preserve the integrity and control of the corporation by allowing them to maintain a say in who becomes a shareholder. This clause is intended to safeguard shareholders' interests and maintain the overall stability of the corporation by preventing unwanted or unknown shareholders from acquiring significant ownership stakes. Overall, the Virginia Right of First Refusal Clause is a valuable provision in shareholders' agreements, helping maintain the stability and control of Virginia corporations while also protecting the interests of existing shareholders.
The Virginia Right of First Refusal Clause is an essential provision frequently included in shareholders' agreements to protect the rights of shareholders when it comes to selling or transferring their shares in a Virginia corporation. This clause grants existing shareholders the opportunity to purchase shares being sold or transferred by another shareholder before they are offered to external parties. By exercising the right of first refusal, shareholders have the chance to maintain the control and ownership structure of the corporation. There are two primary types of Virginia Right of First Refusal clauses that can be incorporated into a shareholders' agreement: 1. Absolute Right of First Refusal: This type of clause provides existing shareholders with an absolute right to purchase shares being offered for sale or transfer. When a shareholder decides to sell or transfer their shares, they are required to notify the corporation and provide details of the proposed transaction. The existing shareholders then have the first opportunity to match the terms of the proposed transaction and acquire the shares. 2. Right of First Refusal with Exceptions: This variation of the clause allows existing shareholders to exercise their right of first refusal, but also permits certain exceptions. For example, the shareholder seeking to sell or transfer their shares may be allowed to bypass the right of first refusal if the proposed buyer is an affiliate or family member. Additionally, a designated percentage of shares may be excluded from the right of first refusal, providing some flexibility for shareholders to distribute their shares without invoking the clause. It is important to note that the Virginia Right of First Refusal Clause provides a mechanism for existing shareholders to preserve the integrity and control of the corporation by allowing them to maintain a say in who becomes a shareholder. This clause is intended to safeguard shareholders' interests and maintain the overall stability of the corporation by preventing unwanted or unknown shareholders from acquiring significant ownership stakes. Overall, the Virginia Right of First Refusal Clause is a valuable provision in shareholders' agreements, helping maintain the stability and control of Virginia corporations while also protecting the interests of existing shareholders.
Para su conveniencia, debajo del texto en español le brindamos la versión completa de este formulario en inglés. For your convenience, the complete English version of this form is attached below the Spanish version.
