kaal:claim:3017612-009

MBCA Section 7.32 requires unanimity, so agreements that bind only a block of shareholders rather than all of them cannot rely on that section and must find authorization elsewhere.

Most importantly the agreement must be unanimous, so that agreements that do not involve all shareholders, such as agreements designed to keep control within a block, must look elsewhere for their authorization.

Wulf A. Kaal, Shareholder Agreements - National Report of the United States of America (2017), II. Regulation of Shareholders' Agreements, p. 6
https://ssrn.com/abstract=3017612 · source PDF

Wulf A. Kaal, Shareholder Agreements - National Report of the United States of America (2017). SSRN: https://ssrn.com/abstract=3017612

• agreements seeking MBCA Section 7.32 protection

conditionsupport: evidencedfailure: non-unanimous-agreement-falls-outside-7-32family: legal-personality-and-liability-gapinstitutional-design

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Attestation record: colloquium/attestations/8895cd539457d591...json
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