The issuance of the compulsory transfer of shares by outgoing employees/shareholders is dealt with in section 7.13. 7.2 In the event of a disagreement, each contracting party may require that a dividend of XX% of the company`s after-tax profit be distributed proportionately to shareholders. This type of provision requires careful consideration, as it is clear that this is a serious sanction for outgoing shareholders who may have devoted a great deal of time and energy to the development of a business and who have forfeited better pay conditions and other benefits that it could have enjoyed elsewhere. However, conciliation also has its drawbacks. A party to the dispute under a shareholders` pact may feel that the dispute could be resolved more quickly or effectively by a court, but the other party may insist that the matter be referred to an arbitrator and may obtain a court order that abandons the legal process until the arbitration is implemented. Another drawback of the arbitration route (from the point of view, of course) is that the arbitrator`s decision is generally expressed as binding and cannot be challenged, with very limited exceptions, whereas a circuit court or High Court decision can normally be challenged in a higher court. As I have already explained, most model statutes have broad management powers within the board of directors and, ultimately, the board of directors is controlled by one or more shareholders. Since the Corporations Act provides for fairly limited rights for minority shareholders, this is quite common in a shareholders` pact where there is a majority/minority situation or if there are a number of minorities that provide for certain limitations on directors` share powers without the agreement of certain shareholders or a certain percentage of shareholders. Among the things that would often be so limited, there are also some risks that may be related to the implementation of a shareholder agreement in some countries. I have also already mentioned that the Association Agreement and the Statutes should be developed to avoid inconsistencies.