On the Right-of-first-refusal

2002 ◽  
Author(s):  
Sushil Bikhchandani ◽  
Steven A. Lippman ◽  
Reade Ryan
Keyword(s):  
Right Of First Refusal ◽  
The Right

ON CONSTRUCT OF THE RIGHT OF PRE-EMPTION IN RESPECT OF PARTICIPATORY INTEREST (SHARES)

2020 ◽  
Vol 20 (4) ◽  
pp. 94-219
Author(s):  
I.S. CHUPRUNOV
Keyword(s):  
General Rule ◽  
Constitutive Theory ◽  
Freedom Of Contract ◽  
Legal Nature ◽  
Public Corporation ◽  
Russian Law ◽  
Right Of First Refusal ◽  
The Right

The paper provides analysis of the legal nature and the mechanism for exercise of the right of pre-emption (right of first refusal) in respect of execution of a contract taking as an example of right of first refusal to purchase a stake in a non-public corporation, and also examines the boundaries of parties’ autonomy and freedom of contract in this area. The author comes to the conclusion that the key elements of the construction of the right of pre-emption are the transformation powers that belong to the right holder. The author also demonstrates that, notwithstanding their dominance in Russian law, the views, which suggest that exercise of the right of pre-emption leads to “transfer of rights and obligations of a purchaser” (the translative theory), should be rejected. These views must be replaced with the constitutive theory, according to which exercise of the right of pre-emption results in a new contract between the right holder and the seller (as a general rule, on the same terms that were agreed between the seller and the purchaser).

14. Estate Contracts, Options to Purchase, and Rights of Pre-Emption

2020 ◽  
pp. 446-461
Author(s):  
Emma Lees
Keyword(s):  
Precise Nature ◽  
Time Period ◽  
Generic Term ◽  
Right Of First Refusal ◽  
The Right ◽  
Conceptual Difficulties

This chapter addresses estate contracts, options to purchase, and rights of pre-emption. ‘Estate contracts’ is a generic term given to contracts relating to the intended transfer of estates in land, i.e. the freehold and leasehold estate. The consequence of an estate contract varies depending upon the kind of interest which it is intended will be created and the precise nature of the agreement reached between the parties. This can lead to some conceptual difficulties. Meanwhile, options to purchase and rights of pre-emption are two kinds of estate contract. Both involve an agreement between a freehold or leasehold proprietor and a potential purchaser in relation to that estate. An option to purchase entitles its holder to demand that the proprietor sell that estate to them, usually within a defined time period, for a pre-determined or determinable price. The right of pre-emption is, in effect, a right of first refusal. It does not allow its holder to force the proprietor of the estate in land to sell, but means that if that person does decide to sell, it must first be offered to the holder of the pre-emption right.

On the Right-of-First-Refusal

2005 ◽  
Vol 5 (1) ◽  
Author(s):  
Sushil Bikhchandani ◽  
Steven A. Lippman ◽  
Reade Ryan
Keyword(s):  
Right Of First Refusal ◽  
The Right

Order 636-the right of first refusal

Natural Gas ◽  
2007 ◽  
Vol 13 (10) ◽  
pp. 22-24
Author(s):  
Richard G. Smead
Keyword(s):  
Right Of First Refusal ◽  
The Right

Repeated Auctions with the Right of First Refusal

2007 ◽  
Vol 7 (1) ◽  
Author(s):  
Hayley H Chouinard ◽  
Jonathan K Yoder
Keyword(s):  
Right Of First Refusal ◽  
The Right

scholarly journals PRAWO PIERWOKUPU A SĄDOWY PODZIAŁ MAJĄTKU WSPÓLNEGO MAŁŻONKÓW

2016 ◽  
Vol 13 (2) ◽  
pp. 149
Author(s):  
Grzegorz Jędrejek
Keyword(s):  
Court Ruling ◽  
Legal Decision ◽  
Right Of First Refusal ◽  
The Right

RIGHT OF FIRST REFUSAL AND THE DIVISION OF JOINT MATRIMONIAL PROPERTYSummaryThe aim of this article is to answer the question whether a court ruling awarding a particular asset of the joint matrimonial property to one of the spouses automatically means the expiry of the right of first refusal. The author’s position is that neither the contractual nor the statutory right of first refusal is extinguished by a court ruling on the division of the spouses’ jointly held assets. A legal decision whereby a particular asset is awarded to one of the spouses does not mean the cessation of the right of first refusal. The court conducting the division of joint matrimonial assets does not rule on the spouse’ liabilities or debts. Hence spouses who share liabilities cannot apply to a court to have the right of first refusal revoked.

Investor-State Dispute Settlement under NAFTA Chapter 11: The Shape of Things to Come?

1998 ◽  
Vol 35 ◽  
pp. 263-290
Author(s):  
J. Anthony VanDuzer
Keyword(s):  
Free Trade Agreement ◽  
Dispute Settlement ◽  
Trade Agreement ◽  
Minimum Standards ◽  
The North ◽  
State Behaviour ◽  
Nafta Chapter 11 ◽  
To Come ◽  
The Right

SummaryRecently, there has been a proliferation of international agreements imposing minimum standards on states in respect of their treatment of foreign investors and allowing investors to initiate dispute settlement proceedings where a state violates these standards. Of greatest significance to Canada is Chapter 11 of the North American Free Trade Agreement, which provides both standards for state behaviour and the right to initiate binding arbitration. Since 1996, four cases have been brought under Chapter 11. This note describes the Chapter 11 process and suggests some of the issues that may arise as it is increasingly resorted to by investors.

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