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Canada Corporation Shareholder Agreement

Other provisions relating to shareholder agreements could include non-competition clauses, confidentiality agreements, dispute settlement mechanisms and modalities for amending or terminating the shareholders` agreement itself. Unanimous decisions are subject to the approval of all shareholders with voting rights. For example, if shareholders agree not to appoint a statutory auditor, the decision must be taken unanimously. It also outlines the fundamental responsibilities of shareholders to the company: things like shareholders should manage business opportunities available to them, restrictions on the sale of shares, and what will happen if the company needs more money. No activity related to the company may be carried out at annual or special general meetings, unless a quorum of shareholders is present or represented. Your company`s articles of association can set a quorum. Unless otherwise specified in the articles, a quorum shall be reached at a meeting if the holders of the majority of the shares entitled to vote at the Meeting are present in person or represented by a proxy, regardless of the number of persons actually present. 5. To the extent that a unanimous agreement of shareholders restricts the powers of the directors to manage or supervise the operations and affairs of the company, the parties to the unanimous shareholders` agreement who are delegated this power to manage or supervise the operations and affairs of the company have all rights, powers, duties and undertakings of a director of the company, whether in accordance with this Act or: Directors are exempt, to the same extent, from their rights, powers, obligations and commitments, including their commitments under section 119. A general meeting of shareholders allows shareholders to learn about the company`s activities and make appropriate decisions regarding the transaction. Each shareholder must sign the shareholders` agreement.

In addition, a representative of the company should sign. The definition of management issues in the shareholders` agreement reserves the right of existing shareholders to determine matters of importance to the company. If these issues are not defined in the agreement, the board of directors can modify and manage the company as it sees fit. If you think shareholders are in a better position to determine matters important to the company than directors, you should indicate any conditions that you consider important to the long-term health of the company. . . .