Tag-Along Right

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Tag-Along Right

The contractually guaranteed right of a minority shareholder to sell his/her stake in a company if the majority shareholder does so. The tag-along rights further guarantee the exact same terms to the minority shareholder. This protects the minority shareholder from the possibility that a new majority owner will come along and ruin the company or take it in a direction disadvantageous to the minority shareholder. Tag-along rights are also called co-sale rights and are common in venture capital agreements.
References in periodicals archive ?
Investors and founders should be very careful when drafting the tag along right, as the key players should seek to limit the tag along right to circumstances where a majority of the startup's shares are being sold, or otherwise in circumstances when the founders seek to dispose of a significant percentage of their shares.
Next, in order to analyze the agency problem between controlling and minority shareholders, the original model developed by Demsetz and Villalonga (2001) is extended with the introduction of the third dimension of ownership structure, which is the difference between the control rights and cash flow rights, and a variable of protection for minority shareholders, the tag along right (outside Brazil, the Tag Along right is also known as Mandatory Bid Rule, and asserts that the minority shareholder have the right to receive at least a given percentage of the price paid for controlling shareholders in case of selling a control stake).
Jimmy decided to let the other runners set the pace for the race and just tag along right behind them.
Following Rio Tintos agreement to sell 100% of its shares in Coal and Allied Limited (C&A) to Yancoal Australia Ltd (Yancoal), MC has been in discussion with Yancoal in respect of its tag along right triggered by this transaction.
The mandatory bid rule is known in Brazil as the tag along right which will be the term that we will use henceforth.
IQ will also benefit from tag along rights in connection with a sale by Bombardier of its interest in the partnership.
Spain's Telefonica SA (BME:TEF), which agreed in early June to buy Promotora de Informaciones SA's (BME:PRS), or Prisa, 56% in TV company Distribuidora de Television Digital SA (DTS), announced an extension until 4 July to the period allowed to DTS' shareholder Mediaset Espana Comunicacion SA (BME:TL5) to exercise its pre-emption and tag along rights over Prisa's stake provided under a shareholder accord.
20 June 2014 - Spain's Telefonica SA (BME:TEF), which agreed in early June to buy Promotora de Informaciones SA's (BME:PRS), or Prisa, 56% in TV company Distribuidora de Television Digital SA (DTS), announced today an extension until 4 July to the period allowed to DTS' shareholder Mediaset Espana Comunicacion SA (BME:TL5) to exercise its pre-emption and tag along rights over Prisa's stake provided under a shareholder accord.
A tag right generally benefits a minority shareholder operating (typically other than where a transferor has exercised a drag along right) on any proposed transfer of a certain percentage of shares so that the minority holders have tag along rights to sell all/the same proportion of their interests to the purchaser.
Requirements for the status to be valid The employer has an obligation to provide a written statement to the individual setting out the full details of the loss of his employment rights, the shares and the rights attached to them including whether the shares are subject to any drag or tag along rights.
tag along rights granted to minority shareholders beyond what is required by law;
This first article of this edition is a text by Richard Saito and Alexandre Di Miceli da Silveira entitled The Relevance of Tag along Rights and Identity of Controlling Shareholders for the Price Spreads between Dual-Class Shares: the Brazilian Case.