Shareholder buy-sell agreement

A buy-sell agreement is a written agreement between shareholders of a business corporation, most of the time solely between shareholders holding shares that carry the right to vote , which agreement contains provisions relating to the issue and transfer of shares. 

The signing shareholders set out buy-sell clauses in respect of the shares of the corporation exclusively. 

These clauses control the fate of the shares of a shareholder upon occurrence of different events determined by the shareholders between themselves. 

Such clauses may include in particular: the right of first refusal, the mandatory offer clause, events that trigger the forced withdrawal from business, third party purchase offer, the shotgun arrangement, the piggyback clause (tag-along clause), a valuation clause, payment terms, insurance clause, a protection clause, a redemption clause, a mandatary-depositary clause, a penalty clause, disputes resolution mechanisms.