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Shotgun Clause

   Also found in: Wikipedia 0.01 sec.
Shotgun Clause
A provision in some shareholder or partnership agreement stating that if one shareholder offers to buy out the company at a certain price, the other shareholder(s) either must accept the offer or buy out the first shareholder at the same price. This is most common when two shareholders each own 50% of a business.


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Under a shotgun clause, a shareholder (offeror) would be permitted to offer his/ her shares for sale (offer price) to the other shareholders (offerees) and those shareholders (offerees) would have the opportunity to purchase the shares at the offer price or to sell their shares to the shareholder (offeror) at the same offer price.
A shotgun clause is where, in the event that one of the two partners decides he wants to get out of the agreement, he can allow the other partner to offer an amount of money to buy out his half of the company.
Assuming the shareholders are of relatively equal negotiating strength, a shotgun clause tends to ensure the liquidity of each shareholders interest.
 
 
 
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