Virgin Islands Shareholders Agreement

State:
Multi-State
Control #:
US-EG-9267
Format:
Word; 
Rich Text
Instant download

Description

Shareholders Agreement between Carlyle entities, Iaxis BV, Carrier1 International S.A., Providence Equity Partners, III, LP and Hubco SA regarding the desire to develop, own and operate the company business dated November 23, 1999. 56 pages.

A Virgin Islands Shareholders Agreement is a legally binding contract that outlines the rights, responsibilities, and obligations of shareholders who invest in companies registered in the Virgin Islands. This legal document is crucial for protecting the interests and clarifying the relationship between shareholders in a company. One prominent type of Shareholders Agreement in the Virgin Islands is the Ordinary Shareholders Agreement. This agreement typically governs the relationship between ordinary shareholders who hold common shares in a company. It outlines aspects like voting rights, share transfer restrictions, dividend distribution, and the resolution of disputes. Another type is the Preferred Shareholders Agreement. This agreement is specific to preferred shareholders who possess special rights or privileges, such as priority in dividend distributions or preferential liquidation rights. It establishes the terms and conditions related to these preferential rights and may differ from the Ordinary Shareholders Agreement in certain aspects. The Virgin Islands Shareholders Agreement generally covers various key provisions and clauses. These include: 1. Shareholder Rights: The agreement clearly defines the rights, privileges, and protections given to shareholders, such as voting rights, access to information, and participation in key decisions. 2. Share Transfer Restrictions: This clause includes provisions that restrict or regulate the transfer of shares between shareholders. It may stipulate pre-emption rights, meaning existing shareholders have the first opportunity to purchase shares when someone intends to sell them. 3. Dividend Distribution: The agreement specifies how the company's profits will be distributed among shareholders, addressing matters like the frequency and calculation methods for dividends. 4. Board Composition and Decision-Making: It establishes the structure of the board of directors and outlines the decision-making process. It includes rules regarding board meetings, appointment of directors, and voting thresholds for key decisions. 5. Non-compete and Confidentiality: Shareholders may be bound by non-compete and confidentiality agreements to protect the company's proprietary information and prevent competition during or after their involvement with the company. 6. Dispute Resolution: This section outlines the procedures and mechanisms for settling disputes among shareholders, which may include mediation, arbitration, or resorting to the Virgin Islands' legal system. A well-drafted Virgin Islands Shareholders Agreement helps prevent conflicts and ensures a smooth functioning of the company by establishing clear guidelines and expectations. Before finalizing any agreement, it is advisable to seek legal counsel and customize the document to meet the specific needs and circumstances of the shareholders and the company.

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FAQ

A shareholder is entitled, by written notice to the business company, to inspect the register of members, the register of directors, minutes of shareholder meetings and shareholder written resolutions.

A company limited by Guarantee is often referred to as a 'not for profit' or 'Charitable company', this refers to the fact the parties involved do not remove the profit from the company as shareholders can in a company limited by shares. Any profit made by the company is re-used for the good of the business.

BVI are a British Overseas Territory, which provides for an outstanding political stability. The country also maintains a low international profile and a clean reputation, thus avoiding the pitfalls experienced by some more publicised and less scrupulous offshore tax havens.

As the British Virgin Islands (BVI) is a British Overseas Territory, there is no formal British diplomatic or consular representation and the local authorities deal with all requests for emergency assistance.

BVI is a British overseas territory located to the east of Puerto Rico, in the Caribbean. To the North of the Island lies the North Atlantic Ocean, and to the South Lies the Caribbean Sea. The most common BVI Company Registration type in is an International Business Company (IBC).

A company limited by shares is the most common type of company that is registered in the British Virgin Islands. As its name denotes, a company limited by shares is the company having the ability to issue shares, and its member's liability is separated from the company's debts and obligations.

Guarantee members are not liable for the debts or obligations of the company except to the extent of their guarantee upon the company going into insolvent liquidation. Companies limited by guarantee and authorised to issue shares are hybrid of a company limited by guarantee and a company limited by shares.

BVI Business Companies a company limited by guarantee that is not authorised to issue shares; a company limited by guarantee that is authorised to issue shares; an unlimited company that is not authorised to issue shares; an unlimited company that is authorised to issue shares.

BVI Companies fail on the three main cornerstones of your offshore strategy. They fail on asset protection, they fail on tax avoidance for most people and they fail on protecting your privacy. There are much better options available. You should exercise extreme caution if somebody is trying to sell you a BVI company.

The British Virgin Islands (BVI) is a leading offshore financial centre, providing robust yet flexible corporate structures within a politically safe and low cost jurisdiction.

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(c) The Existing Shareholder shall be entitled to elect four (4) directors of the Board, two of whom shall be then current senior managements of the Company. (E) WHEREAS, the Company has determined that having the Investor as a significant shareholder of the Company is valuable and provides significant benefits to ...This guide will first take a look at the key differences between a shareholders' agreement and a company's memorandum and articles of association. (M&A) and the ... It is common to include a provision in the shareholders' agreement/joint venture agreement stating that any transfer of shares in the business company that ... Sep 22, 2022 — Shareholders' agreements/joint venture agreements are generally enforceable if they are drafted in compliance with BVI law and common law ... If you have a membership, log in and obtain Virgin Islands Shareholder Agreement to Sell Stock to Other Shareholder from the US Legal Forms collection. The ... It is likely that certain provisions of the shareholders' agreement must be included in the memorandum and articles of association of the joint venture company, ... Oct 10, 2016 — A standard set of documentation for a USVI corporation is articles of incorporation (these are filed with the government to form the company and ... Jan 28, 2022 — ... shareholders' agreement), shares in a BVI company are freely transferrable;; legal title to shares is evidenced by a BVI company's register ... However, a V.I. taxpayer can file a timely petition in the. District Court of the Virgin Islands prior to payment of any asserted income tax deficiency, similar.

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Virgin Islands Shareholders Agreement