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Corporate Survival Guide

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SHAREHOLDER AGREEMENTS

Shareholder agreements are designed to deal with a multitude of issues, including:

Buy-Sell Agreements
Buy-sell agreements provide for and restrict how a shareholder may sell his or her shares. These agreements may include provisions authorizing a shareholder to buy out the interest of another shareholder.

Voting Trusts
Voting trust agreements allow a trustee to vote the shares of a shareholder.

Shareholder Agreements
Shareholder agreements can define the rights and obligations between and among the shareholders and can restrict or impair the normal rights and obligations of the board of directors. If the rights and obligations of the board are limited, however, the shareholders take legal responsibility.

A transfer of shares subject to a shareholder agreement takes subject to the agreement if he or she has notice of the agreement. If the existence of the agreement is noted on the certificate, the transfer is assumed to have such knowledge.

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