The founders of a company generally do not contain complex anti-dilution provisions in an initial SHA (with the exception of preferential duties). These terms are usually negotiated, or even dictated, by outside investors and depend on the relative bargaining power of the parties. They do not protect the founders, but serve as protection for experienced investors. Anti-dilution provisions are one of the many incentives that are often needed to satisfy investors and reduce their risks when investing their money in a capital enterprise. Keywords: sell and call option, shareholders` agreement, sell option, call option, India, contract shareholders often have access to trade secrets, standard operating procedures, customer and source lists, research and development, financial details and other sensitive or confidential information. A SHA may contain confidentiality and non-competition clauses that require shareholders to respect secrecy and prevent them from working for, with or on behalf of competitors or other parties that may harm the interests of the company. In addition, this language may also include a no-pocher clause that prevents or prevents a shareholder from doing business with a company or a person who was or is a customer of the company. For example, the shareholders` agreement (if any) may include preferential rights to the issuance of shares or the transfer of shares of the company, and existing shareholders must waive these rights. The incorporation of the company may also limit the issuance of shares to new shareholders. Often, the exercise of a call option depends on the survival of certain events. For example, the option holder may only exercise the call option after a specified period of time or after completing pre-agreed power miles.
While the licensor`s business objectives generally determine these terms, they are not necessary. A call option can be structured so that the option holder can exercise the Call option at any time. In the case of MCX Stock Exchange Ltd vs Securities & Exchange Board of India &Ors , it was found that „in the case of an option, a contract to sell or buy back is entered into only with the exercise of the option. According to the SCRA communication, a contract for the sale of securities must be a cash delivery contract. In the present case, the contract for the sale or sale of guarantees would only be fruitful when the option is exercised in the future. If they did not exercise the option, there would be no contracts to buy or purchase securities. Furthermore, in the exercise of the option, there is no indication that the performance of the contract would be by anything other than point delivery. A SHA usually indicates the number of initial board members (and often their names and other details) and sometimes the rights of certain shareholders to appoint a certain number of board members. Other shareholders who do not have the right to appoint directors must vote in accordance with the articles of the corporation. . .