and Joint Ventures in China" deals with the legal framework and structuring of a joint venture in China, with information on both the more traditional kinds of joint ventures and the more recent use of shareholder agreements
when acquiring shares in an existing company.
As soon as the corporation realized the problem, it (1) recharacterized distributions in excess of a shareholder's rightful amount as loans between the corporation and the shareholder; (2) amended the current shareholder agreements
to mandate that the purchase price for shares equal their fair market value (FMV); and (3) required that all distributions to shareholders be proportionate to stock ownership.
But these valuations discount the price heavily because 1) there is not a large market for the small holdings of individual shareholders without a controlling interest, 2) the regulations surrounding ownership qualifications of Sub S companies, and 3) due to restrictions imposed by shareholder agreements
, since each Sub S company has its own shareholder agreement
Properly structured, bona-fide shareholder agreements
(with buy--sell provisions) between family members establish a value for a family business on an owner's death; this value should be upheld for estate tax valuation purposes.
The court found that the shareholder agreements
preserving control by the family did not severely restrict marketability, and that an above-average to average marketability discount was related to the expense involved with a public offering.
National Atlantic Holdings Corporation (Nasdaq: NAHC), a provider of specialized property-casualty insurance products and related insurance services in New Jersey, announced today that it has cancelled certain outdated shareholder agreements
Completion of the Anooraq-Pelawan transaction, more fully described in the Joint News Release dated January 21, 2004 and the Anooraq News Release dated January 23, 2004, is subject to a number of conditions, including but not limited to regulatory approvals from authorities in South Africa and Canada, finalization of the Joint Venture and shareholder agreements
with Anglo Platinum governing each party's interest in the Ga-Phasha Project, and approvals by the shareholders of both Pelawan and Anooraq.
Sullivan provides advice on capital and corporate structure, shareholder agreements
and financial goals.
The shareholder agreements
and related documents provide backup support by Swiss Re that Fitch views as critical to the rating.
As part of the transaction, France Telecom has executed documents reaffirming the termination of its governance rights in Crown Castle and its subsidiaries under a governance agreement and shareholder agreements
with Crown Castle, CCUK and others.
France Telecom also has significant governance rights in both Crown Castle and CCUK as the holder of Crown Castle Class A Common Stock and under a governance agreement and shareholder agreements
with Crown Castle, CCUK and others, including the right to elect two members to Crown Castle's board of directors and veto rights with respect to certain material transactions by Crown Castle.
Chaikof has lectured at conferences and law schools and published articles on topics such as public offerings, the multi-jurisdiction disclosure system, corporate governance, and shareholder agreements