(c) An agreement between two or more shareholders, if signed in writing and by the parties, may provide that, during the exercise of the voting rights, the shares they held are chosen in accordance with the agreement or according to the procedure they have agreed to or according to a procedure agreed by them. 1. The control by shareholders of such books and registrations of the subsidiary would not constitute a violation of an agreement between the company or subsidiary and a person or person who is not related to the company; and in Bonanno, the applicant participated in numerous documents, including a shareholders` pact including a choice of New York law and exclusive selection clauses for the forums. After the complainant sued in Delaware seeking reimbursement of his shares, the group argued that the parties had agreed to challenge all claims in New York. The Court of Chancery held that Section 115 did not alter Delaware`s public policy, referring to the language of the summary of the statute confirming that Parliament did not intend «to prevent the application of a provision in a shareholder pact or another passage of the letter signed by the shareholder against which the provision must be imposed.» The Tribunal found that such a waiver should be «remarkably clear.» Therefore, an exclusive clause in selecting forums in a shareholders` pact should be clear and broad enough for a Delaware company. 8. The implementation of a shareholders` agreement with Delaware is not sufficient to confer personal jurisdiction on a non-resident shareholder. EBP Lifestyle Brands Holdings Inc. v. Boulbain, C.A. No.

2017-0269 -VCS (Del. Ch. aug. 4, 2017) The founder was neither resigned nor dismissed from his position as director, and remained a member of the Board of Directors. If the Charter had given the CEO a seat, his dismissal would have ended his management. However, a right in the statutes or in a shareholders` pact does not result in the automatic loss of a board seat in the event of termination of the employment relationship. The recent precedent in Delaware has given rise to several themes. First, the courts recognized that shareholders could contractually waive the rights granted to them by the Delaware General Corporation Law (DGCL) and the founding deed.