CEU Electronic Theses and Dissertations, 2024
| Author | Sesay, Caroline |
|---|---|
| Title | Examining The Utilisation Of Shareholders' Agreeement For The Transfer Of Intergenerational Wealth and Maintaining / Gaining Corporate Control - A Comparative Analysis Based On Case Law Analysis |
| Summary | Abstract This thesis will explore the use of shareholders’ agreement (SHA) as a tool for facilitating intergenerational transfer of wealth and maintaining corporate control with a particular focus on the legal frameworks of England and the United States (U.S.). This paper proceeds on the presumption that legal practitioners and shareholders in small and medium scale enterprises (SMEs) within Sierra Leone (SL) underutilise shareholders’ agreements (SHAs) thereby missing out on the potential benefits they can offer to shareholders, and particularly the growth of SMEs. Thus, this thesis aims to uncover how SHAs can be effectively used to ensure smooth succession planning and preserve corporate control by using voting agreements, thereby mitigating the risk of corporate failure after the demise of a key shareholder. As stated by Ewasiuk, “[A] dispute amongst the shareholders can lead to the demise of the business itself. […]. [Yet] when there are clear and exhaustive rules as to how to deal with a given situation, then shareholders will generally follow those rules even when they do not like them.” Thus, by conducting a comparative analysis, this thesis will look at how SHAs can be used for the transfer of intergenerational wealth and to maintain / gain corporate control as illustrated by the milestone US Galler v Galler case. Additionally, this research will assess the legal enforceability of SHAs across the selected jurisdictions, examining how courts recognise such agreements and their impact on corporate governance. The goal is to provide a better understanding of SHAs as important tools for sustaining corporate continuity and control, thereby providing actionable insights for legal practitioners and shareholders in SMEs particularly in developing economies / legal systems. |
| Supervisor | Tajti Tibot |
| Department | Legal Studies LLM |
| Full text | https://www.etd.ceu.edu/2024/sesay_caroline.pdf |
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