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gsylvie | 8 years ago

If you don't like the terms of the shareholders agreement, then you don't have to buy the (private equity) shares. But if you buy the shares and sign the agreement, I don't see why the directors should honour illegitimate share transfers you attempt to make in the future.

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conanbatt|8 years ago

So if you signed a terms of service of Apple that said all your assets are actually Apple's, you would happily comply?

Pyxl101|8 years ago

All contracts have consideration. If the consideration for the agreement that all my assets are Apple's is $1 billion USD, then sure I would happily comply, rather than risk voiding my contract.

More seriously: people should comply with the agreements that they sign. Don't sign an agreement that says all of your assets are actually Apple's if you're not happy with it. Read all of the fine print and don't be surprised later.

Don't buy stock in a privacy company if you're not happy with the constraints on it. One of the common key differences between private and public companies is that you can't sell or transfer stock in private companies without their approval. You know that when buying it initially, or when agreeing to receive it as compensation.

There are legitimate reasons why private companies don't want their stock to be transferred willy-nilly. For one, it makes the cap table larger and more complex, which complicates further funding or purchase agreements. Two, if the cap table grows too large, then the company may become subject to onerous SEC regulations that are more appropriate for public companies (but without receiving the corresponding benefits). Three, since shareholders are entitled to certain information about the company, private companies limit ownership so that they're not obligated to share this information with people they do not trust. There are probably more reasons.

mikestew|8 years ago

Why would you sign it if you didn't intend to "happily comply"? Do you often walk into contract negotiations with little intention of holding up your end of the deal?