A “tag-along” right allows a minority shareholder to join a sale initiated by a majority shareholder, essentially letting them sell their shares at the same price and terms as the majority shareholder, while a “drag-along” right forces a minority shareholder to sell their shares alongside the majority shareholder if the majority decides to sell their stake, ensuring a complete sale of the company; in essence, tag-along protects the minority shareholder from being left behind in a sale, while drag-along gives the majority shareholder power to compel a complete sale by forcing all shareholders to participate.
