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PDF Editor FAQ

Can you sell your shares of your startup?

A typical startup shareholder agreement will restrict transfer of shares, so that shareholders (including founders) can't sell or transfer shares at will. Any sale or transfer would have to be agreed to specifically by the board.Shareholders don't generally want the other shareholders to transfer shares. At an early stage, all parties (founders, management, investors) depend on each other mutually to grow the business. They've elected to partner to make it happen. It wouldn't be desirable to wake up one day and find you're dealing with a new set of investors. Certainly investors don't want the key founder / management to be able to walk away easily.Where agreements do permit transfers, there is usually a right of first refusal clause, so that existing shareholders have the right to take over the stake on the same terms, instead of a new third party.

Were Jews able to escape Nazi Germany in the 1930s as the Nazi party became increasingly aggressive towards them?

Yes, and not only were Jews able to escape Nazi Germany in the 1930s, but a notoriously overlooked fact about pre-Holocaust Nazi Germany is that the Nazis had a very favorable attitude toward Jewish Zionism and promoted the idea of Jews moving to Palestine as a solution to what they called “the Jewish question,” and therefore supported Zionist organizations while inhibiting all assimilationist entities.“Zionism must be vigorously supported so that a certain number of German Jews is transported annually to Palestine or at least made to leave the country,” wrote the chief Nazi party ideologue Alfred Rosenberg (Klaus Polkehn, “The Secret Contacts: Zionism and Nazi Germany, 1933-1941,” Journal of Palestine Studies, Vol. 5, No. 3/4 [Spring – Summer, 1976], pp. 54-82).For example, as of April 1933 in Nazi Germany, Zionists were one of the few non-Nazi groups permitted to continue running their publications, while most others were closed down. This included Juedische Rundschau (“Jewish Magazine“) as well as several other Jewish publications. Moreover, Juedische Rundschau was also allowed comparative press freedoms, even compared with the Nazi publications (Edwin Black, The Transfer Agreement: The Dramatic Story of the Pact Between the Third Reich and Jewish Palestine, Dialog Press, November 30, 2012, USA, p. 174).Photo: The Nazi publication, Der Angriff, with “A Nazi Travels to Palestine,” the title of the series of articles written by Leopold von Mildenstein promoting German Jews to move to Palestine, written in red on the right of the newspaper’s title.In 1934, the major Nazi newspaper in Berlin, Der Angriff, which was edited by Joseph Goebbels, published a series of articles titled “A Nazi Travels to Palestine,” written by SS officer and Nazi journalist, Leopold von Mildenstein, who at the time, headed the ministry of Jewish affairs. The articles were meant to motivate German Jews to settle in Palestine. The newspaper also created a coin to mark the collaboration between the Third Reich and the Zionist enterprise: on one side of the coin was a swastika, on the other side, the Star of David (Joseph Verbovszky, Leopold Von Mildenstein and the Jewish Question, Case Western Reserve University, May 2013, p. 7-8.).Photo: The coin created by the Nazi publication, Der Angriff, marking the collaboration between the Third Reich and the Zionist enterprise.In 1935, the only non-Nazi uniform that was permitted in Germany was a uniform for Zionist youth corps, and in late 1935, the Nuremberg Laws stated it illegal for Jews to raise the German flag, yet legal for them to raise the Zionist flag with the Star of David (Edwin Black, The Transfer Agreement: The Dramatic Story of the Pact Between the Third Reich and Jewish Palestine, Dialog Press, November 30, 2012, USA, p. 174).To help the Jews immigrate to Palestine more comfortably, the Nazis even signed what was known as the “Transfer Agreement” with the Jewish settlement in Palestine, facilitating the transfer of immigrants’ personal funds from Germany to Palestine. This was contrary to their policy prohibiting extraction of funds from Germany to other countries. Notably, the Jews could implement the transfer agreement only if they immigrated to Palestine, and not to any other country.Such examples indicate that early on, Nazi Germany tried to solve the Jewish question using relatively benign means, giving respect to and trying to motivate Jews to move away from Germany in order to create Jewish-Zionist settlements in Palestine. However, when a certain time passed and the majority of German Jews didn’t make that move, then the means turned bitter, finally escalating into the Holocaust.

What is the best way to deal with founder equity or stock options in estate planning?

Although you note that your equity grant predates any estate planning, why don't you just transfer your equity now to that trust? Even if the shares are restricted, many right of first refusal agreements permit transfers by a shareholder for estate planning purposes.

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