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A shotgun clause (or Texas Shootout Clause [1]) is a term of art, rather than a legal term. It is a specific type of exit provision that may be included in a shareholders' agreement, and may often be referred to as a buy-sell agreement. The shotgun clause allows a shareholder to offer a specific price per share for the other shareholder(s ...
Texas two-step proponents, like Johnson & Johnson and its lawyers, have argued that Texas two-steps are not inherently bad-faith, and that in the context of mass-tort litigation bankruptcy is fairest way to address large numbers of personal injury claims. Unlike in traditional courts hearing cases brought by many different people, bankruptcies ...
Judicial dissolution, informally called the corporate death penalty, is a legal procedure in which a corporation is forced to dissolve or cease to exist. Dissolution is the revocation of a corporation's charter for significant harm to society. [ 2 ]
Voluntary liquidation occurs when the members of a company resolve to voluntarily wind up its affairs and dissolve. Voluntary liquidation begins when the company passes the resolution, and the company will generally cease to carry on business at that time (if it has not done so already). [17]
Often the termination clause in deadlock provisions provides a punitive element for the party initiating the deadlock procedure. In those clauses, a deadlock is only said to arise when one party serves a notice on the other indicating that a deadlock has arisen (instead of a failure to resolve on a key matter at a certain number of meetings).
Dissolution of a partnership is the first of two stages in the termination of a partnership. [1] "Winding up" is the second stage. [1] [2] Dissolution may also refer to the termination of a contract or other legal relationship; for example, a divorce is the dissolution of a marriage only if the husband or wife does not agree. If the husband and ...
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