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India
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Intermediate
This is the worked mechanics of the buy-sell clause in Indian shareholders-agreement language, not a generic Western template. It walks Russian Roulette (you name a price, the other side chooses to buy you out or sell to you at that same price, so you never lowball) and Texas Shoot-out (sealed bids, highest bidder buys), and makes the point most founders miss: keep your list of Reserved Matters short, because an over-broad list turns trivial disagreements into deadlock triggers.
Deadlock Resolution Mechanism in Joint Venture Agreements
From Mondaq India by Mondaq (Indian corporate counsel) 10 min read
- Russian Roulette self-regulates pricing: naming your own number risks being forced to buy at it, so both sides bid honestly
- Texas Shoot-out uses simultaneous sealed bids to an independent third party, with the higher bidder obliged to buy
- A bloated Reserved Matters list manufactures deadlock; scope it to genuinely fundamental decisions only
