Meaning
Equity recovery agreements allow an issuing company to buy back shares previously distributed to founders, employees, or early investors. Executing a common stock reacquisition typically occurs when a service provider departs before fully vesting their granted shares. The process is limited to shares that remain subject to a right of repurchase, as governed by the original stock purchase contract.
Corporate Procedure
Reclaiming unvested shares requires the board of directors to pass a resolution authorizing the action and executing the purchase. The corporation must pay the original purchase price or the current fair market value, depending on the terms of the vesting agreement. Upon receipt of payment, the company cancels the certificates and updates its internal equity ledger.
Valuation Impact
Reducing outstanding shares increases the ownership percentage of the remaining equity holders. This action adjusts the distribution of voting power without diluting existing investors.
Dispute Resolution
Formal disputes arise if the departing shareholder refuses to surrender the stock or claims the vesting calculation is incorrect. Having a signed, dated stock purchase agreement with clear repurchase provisions protects the company from such claims. It is critical to execute the reacquisition within the specified contractual window to avoid waiving the repurchase right.