A contract among a company's owners governing voting, transfers, board seats, and exit — the private rulebook that sits alongside the charter.
The legal obligation of directors and officers to act in the best interests of the company and its shareholders — chiefly the duties of care and loyalty.
The governing contract of a limited liability company — setting out members' rights, management, distributions, and transfers.
A committee of independent directors formed to negotiate and approve a conflicted transaction at arm's length from the interested party.
A contract binding shareholders to vote their shares in a specified way — commonly to elect directors or support a transaction.
A banker's written opinion that the price in a transaction is fair, from a financial point of view, to a specified party — used to support a board's decision.