tagalongklausuler
Tagalongklausuler are contractual rights within shareholder agreements that give minority shareholders the opportunity to participate in a sale of shares by a controlling or majority holder. The right ensures they can dispose of their shares on the same terms and price as the selling shareholder, helping to protect minority interests in many private companies, including venture-backed, private equity, and family-owned firms.
Mechanically, when a seller contemplates a sale to a third party, a tagalong right obliges or permits
Tagalong rights are often discussed alongside drag-along rights. Drag-along clauses compel minority shareholders to join a
Practical considerations include thresholds for triggering the right, the method of calculation for pro rata shares,
See also drag-along clause, pre-emptive rights, rights of first refusal.