New Hampshire Shareholders' Agreement with Buy-Sell Agreement Allowing Corporation the First Right of Refusal to Purchase the Shares of Deceased Shareholder should the Beneficiaries of the Deceased Shareholder Desire to Sell such Shares

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Description

A corporation whose shares are held by a single shareholder or a closely-knit group of shareholders (such as a family) is known as a close corporation. The shares of stock are not traded publicly. Many of these types of corporations are small firms that in the past would have been operated as a sole proprietorship or partnership, but have been incorporated in order to obtain the advantages of limited liability or a tax benefit or both.

A buy-sell agreement is an agreement between the owners (shareholders) of a firm, defining their mutual obligations, privileges, protections, and rights. This form is a generic example that may be referred to when preparing such a form for your particular state. It is for illustrative purposes only. Local laws should be consulted to determine any specific requirements for such a form in a particular jurisdiction.

A New Hampshire Shareholders' Agreement with a Buy-Sell Agreement Allowing the Corporation the First Right of Refusal to Purchase the Shares of a Deceased Shareholder is a legal document that outlines the terms and conditions regarding the transfer of shares owned by a deceased shareholder in a corporation. This agreement is relevant for businesses operating in New Hampshire and is useful in protecting the interests of both the corporation and the beneficiaries of a deceased shareholder. Under this agreement, the corporation is given the first right of refusal to purchase the shares owned by the deceased shareholder when the beneficiaries decide to sell them. The purpose of this provision is to allow the corporation to maintain control over its ownership structure and ensure that shares do not end up with outsiders without the corporation's approval. The agreement usually includes several key elements to ensure a smooth transfer process. These elements may include: 1. Right of First Refusal: This provision grants the corporation the opportunity to purchase the shares before they are offered to any third parties, protecting the integrity and ownership continuity of the corporation. 2. Purchase Price: The agreement establishes the mechanism to determine the fair market value of the shares to be sold, ensuring a fair transaction for both parties. This can be based on an independent appraisal or a predetermined formula agreed upon in advance. 3. Notice Requirements: The agreement sets out the process in which the beneficiaries must notify the corporation of their intention to sell the shares. This is typically done in writing, providing the corporation with a specified timeframe to exercise its right of refusal. 4. Option Expiration: If the corporation decides not to exercise its right of refusal, the agreement may stipulate a specific period within which the beneficiaries may proceed with selling the shares to a third party. It is important to note that the specific terms and conditions of the New Hampshire Shareholders' Agreement with a Buy-Sell Agreement Allowing the Corporation the First Right of Refusal to Purchase the Shares of a Deceased Shareholder can vary based on the needs and preferences of the parties involved. Different types or variations of this agreement may exist, tailored to the specific requirements of the corporation and the shareholders. Some possible variations of a New Hampshire Shareholders' Agreement with Buy-Sell Agreement Allowing the Corporation the First Right of Refusal to Purchase the Shares of a Deceased Shareholder may include agreements with different triggers for the right of refusal, such as retirement, disability, or termination of employment. These variations may also include different methods for valuing the shares, including a fixed price or a predetermined formula based on financial metrics. In conclusion, the New Hampshire Shareholders' Agreement with a Buy-Sell Agreement Allowing the Corporation the First Right of Refusal to Purchase the Shares of a Deceased Shareholder is a crucial legal document designed to protect the interests of both the corporation and the beneficiaries of a deceased shareholder. It ensures the orderly transfer of shares and safeguards the corporation's control over its ownership structure.

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  • Preview Shareholders' Agreement with Buy-Sell Agreement Allowing Corporation the First Right of Refusal to Purchase the Shares of Deceased Shareholder should the Beneficiaries of the Deceased Shareholder Desire to Sell such Shares
  • Preview Shareholders' Agreement with Buy-Sell Agreement Allowing Corporation the First Right of Refusal to Purchase the Shares of Deceased Shareholder should the Beneficiaries of the Deceased Shareholder Desire to Sell such Shares
  • Preview Shareholders' Agreement with Buy-Sell Agreement Allowing Corporation the First Right of Refusal to Purchase the Shares of Deceased Shareholder should the Beneficiaries of the Deceased Shareholder Desire to Sell such Shares
  • Preview Shareholders' Agreement with Buy-Sell Agreement Allowing Corporation the First Right of Refusal to Purchase the Shares of Deceased Shareholder should the Beneficiaries of the Deceased Shareholder Desire to Sell such Shares
  • Preview Shareholders' Agreement with Buy-Sell Agreement Allowing Corporation the First Right of Refusal to Purchase the Shares of Deceased Shareholder should the Beneficiaries of the Deceased Shareholder Desire to Sell such Shares
  • Preview Shareholders' Agreement with Buy-Sell Agreement Allowing Corporation the First Right of Refusal to Purchase the Shares of Deceased Shareholder should the Beneficiaries of the Deceased Shareholder Desire to Sell such Shares

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FAQ

The sale of the shares may be accomplished in two very different ways. First, each shareholder can agree to purchase, pro rata or otherwise, all the stock being sold. This is called a "cross purchase" of stock.

To buyout a shareholder, a company must be able to pay for the value of the ownership interest. A company can fund the purchase of a shareholder's interest by using: The Assets of the Business: A buyout agreement may stipulate that the company can pay over time with the income earned from the business.

Definition. 1. A buy-sell agreement is an agreement among the owners of the business and the entity. 2. The buy-sell agreement usually provides for the purchase and sale of ownership interests in the business at a price determined in accordance with the agreement, upon the occurrence of certain (usually future) events.

The answer is usually no, but there are vital exceptions. However, there are a few situations in which shareholders must sell their stock even if they would prefer to hold onto their shares. The two most common are when a company gets acquired and when it has an agreement among shareholders calling for forced sales.

The business owners individually own the policies insuring each other's lives. When a business owner dies, the proceeds are paid to those surviving owners who hold one or more policies on the deceased owner, and these surviving owners buy the shares from the deceased owner's personal representative.

The answer is usually no, but there are vital exceptions. However, there are a few situations in which shareholders must sell their stock even if they would prefer to hold onto their shares. The two most common are when a company gets acquired and when it has an agreement among shareholders calling for forced sales.

Entity-purchase agreement Under an entity-purchase plan, the business purchases an owner's entire interest at an agreed-upon price if and when a triggering event occurs. If the business is a corporation, the plan is referred to as a stock redemption agreement.

Yes. Most companies that raise investment (on Crowdcube or elsewhere) include a drag along procedure in their articles of association. The procedure is designed to ensure that minority shareholders cannot block an exit by the majority.

When some of the shareholders wish to sell their share, a clause in the shareholder's agreement should state that the shareholders who wish to sell their shares have to show the right to match an offer received from a third party. This is known as the right of first refusal.

Does a shareholders' agreement override articles? No, a shareholders' agreement will not override the Articles if there is a conflict, then the articles will prevail.

More info

The new. Schedule K-2 (Form 1120-S) and. Schedule K-3 (Form 1120-S)A corporation or other entity must file FormShareholder's Share of Income,. By JB Wolens · 1968 · Cited by 26 ? shareholder agreement or through a modern statute which prevents directoris the right to elect directors proportionate to the number of shares in each ...By HJ Brownlee · Cited by 21 ? A share- holders' agreement is a contract executed either between all share- holders in a corporation or between a shareholder and the corpora- tion itself.7 ... 09-Sept-2020 ? An entity purchase agreement is a form of buy-sell agreement, a legal contract established between a closely held corporation, partnership, or ... Provisions of RBI Act 1935, Banking Regulation Act 1949, Prevention of Money Laundering Act, 2002. B. Government and RBI's Powers Opening of New Banks and ... 24-May-2012 ? the Partnership Agreement includes a right of first refusalregarding the terms of the proposed purchase and sale, saying only: "Feel. Installment sale contract entered into when the S corporation was subject to tax in New York; and. ? any gain recognized by you for federal income tax ... To approve the Johnson Controls International plc 2021 Equity and Incentive Plan. 7. To approve the Directors' authority to allot shares up to approximately ... 01-Jun-2008 ? Once obtained, the selling shareholder must then provide all non-selling shareholders the right to purchase the shares on the same terms and ... Shareholder.69. The beneficiaries were required to use the policy proceeds to purchase the decedent's stock in the corporation.70 The redemption agreement ...

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New Hampshire Shareholders' Agreement with Buy-Sell Agreement Allowing Corporation the First Right of Refusal to Purchase the Shares of Deceased Shareholder should the Beneficiaries of the Deceased Shareholder Desire to Sell such Shares