The lawyer preparing the agreement must ensure that a shareholder who does not otherwise control the company has additional rights over the shareholders` pact (or articles and articles and articles) in order to create an unreasonable risk that the company will be controlled either de jure or de facto by that person. Disclaimer: Please note that this comment does not purport to be a complete review of The Irish legal treatment of shareholder agreements. A shareholders` pact is an agreement between the owners (shareholders) of a company. They can be comprehensive, addressing a large number of issues, or be limited to their scope and designed for specific purposes. There are two types of shareholder agreements: while the ability of shareholders to enter into and enforce agreements on their rights as shareholders has long been recognized by the common law, the Common Law refuses to impose agreements that have the effect of stifling the discretion of directors. However, modern corporate statutes provide that directors` discretion can be obtained through recourse in the United States. The sale of shares by a shareholder in a company may be problematic, but the withdrawal provisions may be included in the shareholders` pact through the use of procedures called Drag Along, Tag Along, Lock in or a combination. There are also a number of provisions of a shareholders` pact that can be used to control issues and divestitures of shares, including pre-emption rights and first refusal/first offer rights. A provision of the right of pre-emption gives existing shareholders the right to acquire new securities that a company intends to issue; this gives existing shareholders the opportunity to avoid diluting their ownership when issuing new shares. Similarly, a refusal clause gives shareholders the right to acquire shares from another existing shareholder who wishes to sell his shares to a third party. Before the shares can be sold, the selling shareholder must first propose to sell these shares to the other shareholders of the company who have the right to acquire their proportionate share of the shares on the same terms that the selling shareholder received from the third party for a limited period. A pellet gun clause can be used to facilitate the exit of a shareholder from the company by allowing a shareholder to sell its shares to one or more existing shareholders on the same terms, or to acquire shares from one or more existing shareholders.
(e) loss of status. The issue of loss of status, in particular the right or qualification to practise a profession or activity, is of particular importance to the shareholders of companies whose activity is or is directly related to the practice of a profession. In the first case, the negative effects are easily noticeable. In the latter case, usually characterized by management companies, there can be no direct effect on the ability of activity, but the loss of status can create serious tensions among shareholders.