Common Contracts

AMENDED AND RESTATED STOCKHOLDERS AGREEMENT

Stockholders Agreement • February 15th, 2012 • GSE Holding, Inc. • Unsupported plastics film & sheet • Delaware

• Contract Type
  Stockholders Agreement
• Filed
  February 15th, 2012
• Company
  GSE Holding, Inc.
• Industry
  Unsupported plastics film & sheet
• Jurisdiction
  Delaware

THIS AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this “Agreement”) is made as of February 15, 2012, by and among (i) GSE Holding, Inc., a Delaware corporation (the “Company”), (ii) Code Hennessy & Simmons IV LP, a Delaware limited partnership (“CHS”), (iii) CHS Associates Fund IV, L.P. (“CHS Associates”) and (iv) each of the other Persons who is not a member of the CHS Group (as defined below) listed on the signature pages attached hereto or who otherwise hereafter becomes a party to this Agreement by executing a Joinder to this Agreement (each a “Minority Stockholder”). Members of the CHS Group and the Minority Stockholders are collectively referred to herein as the “Stockholders,” and are individually referred to herein as a “Stockholder.” Unless otherwise indicated herein, capitalized terms used herein are defined in Section 7 hereof.

AMENDED AND RESTATED STOCKHOLDERS AGREEMENT

Stockholders Agreement • December 8th, 2011 • GSE Holding, Inc. • Unsupported plastics film & sheet • Delaware

• Contract Type
  Stockholders Agreement
• Filed
  December 8th, 2011
• Company
  GSE Holding, Inc.
• Industry
  Unsupported plastics film & sheet
• Jurisdiction
  Delaware

THIS AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this “Agreement”) is made as of [ ], 2011, by and among (i) GSE Holding, Inc., a Delaware corporation (the “Company”), (ii) Code Hennessy & Simmons IV LP, a Delaware limited partnership (“CHS”), (iii) CHS Associates Fund IV, L.P. (“CHS Associates”) and (iv) each of the other Persons who is not a member of the CHS Group (as defined below) listed on the signature pages attached hereto or who otherwise hereafter becomes a party to this Agreement by executing a Joinder to this Agreement (each a “Minority Stockholder”). Members of the CHS Group and the Minority Stockholders are collectively referred to herein as the “Stockholders,” and are individually referred to herein as a “Stockholder.” Unless otherwise indicated herein, capitalized terms used herein are defined in Section 7 hereof.