How Investors Structure Investments
Cosale and Other Agreements

(Slide 49  of 50)

  • Co-sale agreements entitle investors to participate in a sale of stock arranged privately between a management or founder shareholder and a third party. In so doing, they make it more difficult for a management or founding shareholder to sell his entire interest without arranging for a sale of all of the company’s stock. This is intended to align the managers self interest more closely with the investor’s.
  • Employment and non-competition agreements spell out management’s employment rights and prevent managers from leaving to compete with the company’s business.
  • Stock certificates evidence the ownership conferred to the investor. Because the stock is purchased in a private sale, the certificates usually contain legends that notify potential future purchasers of securities law and contractual restrictions on the holders ability to sell the underlying stock.

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