Commentary

120 Location of pre-emption procedures

BUSINESSES vol 4(2) start-up, sale and purchase
| Commentary

120 Location of pre-emption procedures

| Commentary

120 Location of pre-emption procedures

In some cases, all of the pre-emption procedure is contained in the shareholders’ agreement rather than in the articles. There is no objection to this approach, provided that the provisions in the shareholders’ agreement do not conflict in any way with what is actually provided in the articles in relation to transfer1. This of course maintains the confidentiality of the parties’ agreement.

However, there are some advantages in including at least the infrastructure of the pre-emption procedure in the articles. If the company then registers a transfer in breach of the procedure, it is possible to

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