Shareholders' Agreements · glossary

Affiliate

A company in the same group as another: one that controls it, is controlled by it or has the same controller. A drag works only for an offer from a buyer outside the sellers' group. A contract with an owner's group worth over £50,000 a year needs both consents. Definition: Affiliate · Clause 13.1 · Chapter 8

Explained in Chapter 8, Exit, of Shareholders' Agreements.

How it comes up, in Chapter 8
An outsider is anyone who is not a shareholder or an Affiliate of one (a company in the same group). The word matters most to Dr Sayer, whose C shares vest in slices while she runs the business. On an Exit, all of them vest just before it, and she sells on the same terms per share as the others (clause 16.6).
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As defined in the training shareholders' agreement
in relation to a body corporate, any person which Controls, is Controlled by or is under common Control with it; in relation to the Manager, any person Controlled by her;
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