A SHA usually indicates the number of initial board members (and often their names and other details) and sometimes the rights of certain shareholders to appoint a certain number of board members. Other shareholders who do not have the right to appoint directors must vote in accordance with the articles of the company. Clause 1 (Interpretation) Clause 1.1 sets out the definitions applicable throughout the share repurchase agreement. Clauses 1.2 – 1.8 are standard interpretive clauses that are used in most trade agreements and agreements. A share repurchase agreement is a legal contract – often defined in the company`s shareholders` agreement or articles of association – that allows the company to buy back its shares from all or some of its shareholders in certain situations. Another alternative approach to the fight against dilution is to issue jump warrants to investors who participate in dilutive financing. Jump warrants allow investors participating in dilutive financing to acquire the number of additional common shares that can be allocated to them under the current anti-dilution formula for a nominal amount. A share repurchase agreement is signed by an authorized employee of the company and the shareholder. You will find an explanation of the differences between a third of the market and a market share buyback in practice: share buybacks – the legal framework. A SHA often grants pre-emptive rights to shareholders, so that if the company does not exercise or only partially exercises its repurchase rights, non-transferring shareholders have the priority right to acquire these shares over their existing shareholding. A SHA should clearly indicate by what detailed mechanism shareholders can exercise their pre-emption rights and how to pay for the shares thus acquired. In the event of a voluntary transfer, non-selling shareholders may have the option of acquiring more than their proportionate shares in shares if one of the other shareholders who do not sell does not exercise their right of pre-emption. .

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