A voting agreement is a contract among shareholders committing them to vote their shares a certain way on specific matters, most commonly used to guarantee board composition and support drag-along provisions in a sale.
A typical startup voting agreement locks in how founders, investors, and common shareholders will vote to elect board members, so board composition doesn't shift unpredictably every time a new investor with meaningful ownership joins. Usually signed alongside the other core financing documents in a priced round.
This is also where the mechanics behind drag-along rights often actually live: the voting agreement is what obligates shareholders to vote in favor of an approved sale, turning the drag-along concept into something contractually enforceable rather than just a stated intention.
Add your revenue and website for a full diligence brief, reviewed by a CPA who ran EY's West Coast R&D Tax Credit practice for 13 years.
Keep reading