Actec Shareholders Agreement

6 SHAREHOLDERS AGREEMENT THIS SHAREHOLDERS AGREEMENT (the agreement), which enters into force from 20, is entered into by and under [Name of Corporation], a [Crown Corporation] company (the company) and individual shareholders who sign the agreement (individually referred to as shareholder or collectively shareholder). CONSIDERING that shareholders own the company`s outstanding capital stock (shares); [WHEREAS, the company has chosen, with the agreement of shareholders, to be taxed as S-Gesellschaft for federal and regional income tax purposes, and parties wishing to pursue such an election and engage with each other, to take the necessary steps to obtain that choice; and] CONSIDERING that the parties wish to accept certain rights and obligations relating to the ownership of the shares, including restrictions on the transfer and sale of purchase; Therefore, in view of the mutual agreements that are included and whose receipt and sufficiency are recognized, the parties agree: ARTICLE 1 DEFINITIONs Section 1.1 Bona Fide Offer The term Bona Fide Offer means a legally binding written agreement with a third party for the acquisition of all or part of a shareholder`s shares, the written agreement must depend on the options to buy or participate in a sale, as expected. At least [50% (50%)] of the proposed purchase price to be paid for the sale of shareholder shares, that third party must place at least [fifty percent (50%)] of the proposed purchase price in trust and prove in writing that that third party is financially able to complete the purchase of these shares. Section 1.2 Executive Board of Directors appoints the company`s board of directors. Section 1.3 Corporation The term Corporation refers to [the name of the company], a corporation [the founding state], its successors and successors, any surviving entity or entity or entity that is the result of a split or entity separate from the company and/or its consolidation with another company or company and the successors and successors of such a surviving or consolidated business and an entity controlled or controlled by the company. -2 – 5 SHAREHOLDERS AGREEMENTS FOR CLOSELY-HELD CORPORATIONS INTRODUCTION Often referred to as sales contracts, shareholder agreements contain contractual rights and obligations between shareholders and the company for the purchase and sale of shares, as well as other provisions relating to issues such as governance and tax issues. This model of agreement is designed as a form suitable for businesses (S or C) with active companies (but without provisions that apply only to professionals) that belong to either family members or independent owners (but not ESOC). The unique provisions of some state statutes are not dealt with, with the exception of certain Community ownership provisions. The sample form should not be used as it is. There are many alternative provisions contained and therefore this form cannot be copied and used as an entire document without significant modification by the user. The form model serves primarily as a rule model, not all provisions are consistent with all other provisions and not all relevant provisions are included.

To discuss issues relating to shareholder agreements in general and the provisions of this particular type of agreement, please note the shareholder agreements that accompany it for closely related capital companies. -1- 17 (i) Select Appear in Advance. The expert is the person listed on the expert`s designation certificate, which is still in effect. The initial certificate of designation of the expert is attached for this purpose.