Can I Sign Texas Assignment of Partnership Interest

Countersign share entrustment agreement

hi everybody welcome back me again Eugene from CBS Canadian business and enterprise services and today I would like to discuss another topic of great interest great concern and great influence on our life as business entrepreneurs and that's working with our partners working with shareholders in our corporation how to do it right how to make sure that all the partners who are engaged in your business know what to expect to know what they are expected from and how to do it right so first step of course I hope that you're doing this before you start at your corporation before you invested your resources your funds your personal time your efforts but even if you already have your company up and running with your partners it is always a good idea to sit down and discuss the issue of shares of distribution of powers of expectations make sure that everything is in writing agreed upon all the parties and have it set and shareholders agreement to make sure that as you move forward you are more protected and you know what to expect from each of the parties so today really touching base on on each of the points I will show you the main topics of interest that should be covered by such shareholders agreement and how to Detroit so the first point which is usually where the shareholders agreement is starting and that's the distribution of equity of a company so how many shares how much of the equity issue of the shareholders gets and the distribution could be just as you wish as you decide with your partners based on the volume of investment how you calculate each investment and how you agree with the partners sometimes it could be 50/50 in other situations it could be more power to one partner less than another and I'll talk in a separate video about the issues of being a minority shareholder in Canada and which solutions although limited you can have so you can distribute equity in the corporation in almost any way possible dividing it among the same shares different classes of shares different types of shares and any option is open just whatever you want you can do it for yourself or we can help you structuring second area of interest that's of course the proper definition of investment of each of you into a company so if it's the money how much how much now how much along the road if its resources again how much do you expect your partner to be full-time available at the corporation or he would be coming once a week you know what happens if you expect one and something else is happening it is better to define what are the expectations of each shareholder actively engaged in the business of a corporation from other partners so you can enforce it as the business develops as the interests of each of you change as the issues arise and you have to solve them the next topic of importance is the proper definition of powers and control of each of the partners inside the corporation and those could be very different some partners mostly investors would like to invest money here and never again from you just get their dividends and when the corporation is being sold or going public or transfer it get their portion in in the resulting amount others would like to participate on a daily basis the third groups could want to appoint directors of their own to make sure that the company is being operated in the proper way and so on and so forth again options are almost unlimited but you have to define it especially for yourself how do you want to control your company do you want to participate there on daily basis do you want to deal with directors appointed by other partners especially of those investors who will be the deciding voice in the Board of Directors about certain subjects some shareholders would like to keep their veter on financial rights on appointment of officers of the corporation others will leave it up to you so this area requires your particular attention the next area of interest is the disposition of shares so how each of the partners can sell their shares can they sell their shares when you start your corporation to start it with a particular person wanting to operate and work with that person why are you ready to work with his neighbor that will buy his shares for whatever they will agree between themselves in many private corporations I would suggest always to keep the right of first refusal for the shareholders so if someone wants to sell their shares and there's a buyer the other shareholders will have an opportunity to buy it for the same price or the corporation will have an option to buy the shares for the consolation for the same price that will save you from third parties people that you don't know might not even want to work with coming into a company's shareholders the side area of the same type of influence is what happens if one of the partners goes through a marital breakdown or dies who has the right to get the Feres and in this situation I always suggest my clients to have a provision in the shareholders agreement that will allow for the partners of the corporation to buy their shares to make sure you don't get the wife of your heart of your partner as a partner in your business or if you don't want to with the children that get the inheritance of the dying partner again they will get paid they will get the value of shares reasonably set by the corporation or appraisal but at least you will be able to prevent them becoming active partners in your company and the final area of interest and that of sometimes becomes a very important area and that is how do you resolve the situation of impasse when you cannot make a decision because you have an interest in one direction and your partner wants to go in the opposite what happens if you just cannot come to a decision usually this provision is called by self provision or a shotgun Clause provision and that allows you to come to a partner with a suggestion either you buy me out why buy you out and there is no other option available that provision unless it's properly defined in the agreement does not exist in law so if you don't have it defined you will not be able to force your partner out in some situations that might bring to the effectual death of your corporation because you just cannot make a decision so these issues as well as many others can and will be important for each particular situation whether it's two partners five partners whether those people who work together or they're an active person and the silent investor options as I said are almost unlimited we at CBS invest a lot of time and resources to assist our partners in making the right decision in bringing all the parties together at the table and helping them to come to understanding what are the risks what are the expectations and what are the liabilities of each of the persons involved in the corporation how to structure those right how to make them in the in the written form form of a proper agreeable shareholders agreement that will be set as a foundation for your relations with the partners along the life of your corporation so if you have more questions on this topic or any other topic relating to your business please leave your comments in the comment section below any particular questions as I always say contact us page on CBS dot CA web page we will answer you personally and if you have any additional questions or suggestions for new topics to discuss please contact us let us know we will be happy to answer your questions we'll be happy to offer our understanding on those topics so thank you again for being with us me Eugene from CBS Canadian business and enterprise services and I'm looking forward to see you back again soon and I'll try to come up with new topics more interesting less interesting but all of them I hope will help you to structure your business in the right way in Canada thank you