Glossary/Tag-Along Rights (Co-Sale Rights)
Legal & Governance

Tag-Along Rights (Co-Sale Rights)

A provision allowing minority shareholders to sell their shares alongside majority shareholders in a sale.

Full Definition

Tag-along rights (also called co-sale rights) protect minority shareholders by giving them the right to participate in any sale of shares by a majority shareholder, on the same terms and conditions. This prevents majority shareholders from selling their stake without giving smaller shareholders the same opportunity.

How Tag-Along Works

  • If a majority shareholder finds a buyer for their shares, minority holders can "tag along"
  • Minority shareholders sell their proportional share at the same price
  • Protects smaller investors from being left behind in a secondary sale
  • Standard protection in VC investment documents

Real-World Example

When a founder negotiates to sell 20% of their personal shares to a secondary buyer, tag-along rights allow other seed investors to sell a proportional amount at the same price.

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Tag-Along Rights (Co-Sale Rights): Definition & Examples | Datapile