North Carolina Right of First Refusal Clause for Shareholders' Agreement

• Category: Corporations - Shareholders and Stock
• State: Multi-State
• Control #: US-01770
• Format: Word; Rich Text

Description

This is a model clause for a shareholder's agreement addressing Right of First Refusal. If a shareholder wishes to sell shares, the company will be given notice and has the right to buy the shares during a certain limited time period. Adapt to fit your circumstances. The North Carolina Right of First Refusal Clause for Shareholders' Agreement is a provision commonly included in agreements between shareholders of a company. This clause grants existing shareholders the right, but not the obligation, to purchase any shares that another shareholder intends to sell before these shares can be offered to a third party. It aims to maintain control and prevent the dilution of ownership within the company. Keywords: North Carolina, Right of First Refusal Clause, Shareholders' Agreement, shareholders, provision, purchase, shares, sell, control, dilution, ownership, company. There are different types of Right of First Refusal Clauses for Shareholders' Agreements in North Carolina. These variations offer different levels of protection and options to the shareholders. Some distinct types are: 1. Standard Right of First Refusal: This type of clause gives existing shareholders the first opportunity to purchase the shares being sold by a fellow shareholder. If the offer is accepted, the selling shareholder must sell their shares to the existing shareholders on the same terms agreed upon with a third-party buyer. 2. Co-Sale Right of First Refusal: This clause provides the existing shareholders with the right to participate in the sale of shares along with the selling shareholder. If any shareholder intends to sell their shares to a third party, this clause allows the other shareholders to sell a proportionate percentage of their shares as well, preventing a single shareholder from selling a significant portion of the company. 3. Last Look Right of First Refusal: This variant grants existing shareholders the right to review the terms of any third-party offer made for the shares being sold. After review, the shareholders can exercise their right to match the offer or pass it on to the selling shareholder who can proceed with the sale. 4. Right of First Offer: This clause allows existing shareholders to be notified whenever a shareholder decides to sell their shares. If interested, the shareholders have the right to make an offer to purchase the shares at a negotiated price before the selling shareholder can explore other offers. By including these types of clauses in a shareholders' agreement, North Carolina-based companies can ensure transparency, protect their ownership structure, and provide existing shareholders with the necessary safeguards to maintain control and maximize their investment.

The North Carolina Right of First Refusal Clause for Shareholders' Agreement is a provision commonly included in agreements between shareholders of a company. This clause grants existing shareholders the right, but not the obligation, to purchase any shares that another shareholder intends to sell before these shares can be offered to a third party. It aims to maintain control and prevent the dilution of ownership within the company. Keywords: North Carolina, Right of First Refusal Clause, Shareholders' Agreement, shareholders, provision, purchase, shares, sell, control, dilution, ownership, company. There are different types of Right of First Refusal Clauses for Shareholders' Agreements in North Carolina. These variations offer different levels of protection and options to the shareholders. Some distinct types are: 1. Standard Right of First Refusal: This type of clause gives existing shareholders the first opportunity to purchase the shares being sold by a fellow shareholder. If the offer is accepted, the selling shareholder must sell their shares to the existing shareholders on the same terms agreed upon with a third-party buyer. 2. Co-Sale Right of First Refusal: This clause provides the existing shareholders with the right to participate in the sale of shares along with the selling shareholder. If any shareholder intends to sell their shares to a third party, this clause allows the other shareholders to sell a proportionate percentage of their shares as well, preventing a single shareholder from selling a significant portion of the company. 3. Last Look Right of First Refusal: This variant grants existing shareholders the right to review the terms of any third-party offer made for the shares being sold. After review, the shareholders can exercise their right to match the offer or pass it on to the selling shareholder who can proceed with the sale. 4. Right of First Offer: This clause allows existing shareholders to be notified whenever a shareholder decides to sell their shares. If interested, the shareholders have the right to make an offer to purchase the shares at a negotiated price before the selling shareholder can explore other offers. By including these types of clauses in a shareholders' agreement, North Carolina-based companies can ensure transparency, protect their ownership structure, and provide existing shareholders with the necessary safeguards to maintain control and maximize their investment.