Letter Providing Notice of a Shareholder's Intent to Transfer Shares

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Letter Providing Notice of a Shareholder's Intent to Transfer Shares Powered By Docstoc
					This letter is used by a shareholder to provide notice that he or she is transferring
shares of stock. Oftentimes shareholders of corporations execute shareholders'
agreements which require that a shareholder must give the other shareholders notice of
a proposed sale, so that the other shareholders may match the sale price and buy the
leaving shareholder's shares, instead of the third party. Pursuant to these shareholders'
agreements, the leaving shareholder must describe the proposed transfer in certain
terms. This letter provides such notice, adequately describing the proposed transfer
and giving notice of the shareholder's intent to transfer the shares.
           ___________ [Instruction: Insert Name of Transferring Shareholder]
                      ___________ [Instruction: Insert Address 1]
                      ___________ [Instruction: Insert Address 2]

                                                       ___________ [Instruction: Insert Date]

VIA FASCIMILE AND CERTIFIED MAIL
RETURN RECEIPT REQUESTED

___________ [Instruction: Insert Name of Corporation]
___________ [Instruction: Insert Address 1]
___________ [Instruction: Insert Address 2]

___________ [Instruction: Insert Name of Other Shareholder]
___________ [Instruction: Insert Address 1]
___________ [Instruction: Insert Address 2]

___________ [Instruction: Insert Name of Other Shareholder]
___________ [Instruction: Insert Address 1]
___________ [Instruction: Insert Address 2]

___________ [Instruction: Insert Name of Other Shareholder]
___________ [Instruction: Insert Address 1]
___________ [Instruction: Insert Address 2]

      RE: Notice of ___________’s [Instruction: Insert Name of Transferring
Shareholder] Intent to Transfer Shares of ___________ [Instruction: Insert Corporation
Name]

Gentlepersons:

       Reference is hereby made to a certain shareholders’ agreement by and between
___________ [Instruction: Insert Corporation Name] (the “Corporation”) and ___________
[Instruction: Insert Names of All Shareholders] (each, a “Shareholder”), dated ___________
[Instruction: Insert Agreement Date], as amended, regarding the disposition of shares of the
Corporation (henceforth, the "Shareholders’ Agreement").

       This letter shall constitute formal notice that I intend to exercise my right to transfer
___________ (____) [Instruction: Amount] of my Class __ [Instruction: Class Type] shares of
___________ [Instruction: Insert Type of Stock] stock (“Shares”) of the Corporation to
___________ [Instruction: Insert the Transferee] at a purchase price of _______________
Dollars ($____) [Instruction: Insert Amount] per Share, for an aggregate purchase price of
_______________ Dollars ($____) [Instruction: Insert Amount].

       Paragraph __ [Instruction: Insert Paragraph Number] of the Shareholders’ Agreement
provides, “___________ [Instruction: Insert a Quote of the Language Regarding Transfer of
Shares].”

        Please be advised that unless I receive notice from the Corporation or a Shareholder
indicating that ___________ [Instruction: Insert What Must Occur Pursuant to the
Shareholders’ Agreement to Stop the Transfer] within the proscribed contractual period, I
will execute all necessary documents to effectuate the above-described transfer.

                                          Very Truly Yours,


                                          ________________________________
                                          [Instruction: sign]
                                          ___________ [Instruction: Insert Name of
                                          Signatory]
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Description: This letter is used by a shareholder to provide notice that he or she is transferring shares of stock. Oftentimes shareholders of corporations execute shareholders' agreements which require that a shareholder must give the other shareholders notice of a proposed sale, so that the other shareholders may match the sale price and buy the leaving shareholder's shares, instead of the third party. Pursuant to these shareholders' agreements, the leaving shareholder must describe the proposed transfer in certain terms. This letter provides such notice, adequately describing the proposed transfer and giving notice of the shareholder's intent to transfer the shares.