Q&A

Question: How can I bypass the first right of refusal clause in the Shareholders Agreement?

If none of the shareholders want to exercise their first right of refusal and are happy for your shares to be sold to a third party, then the shareholders are essentially agreeing to a variation of the shareholders agreement. You should check your shareholders agreement to see what is required to vary the shareholders agreement – this normally requires consent by all of, or at least a majority of, the shareholders, in writing.