This Shareholder agreement is specifically drafted for existing companies where, either new Shareholders are joining the Company, or the existing Shareholders wish to change the terms and conditions of their relationship with one another as Shareholders in the Company.
A Shareholders' Agreement is a legally binding contract made between the Shareholders of a Company. It governs the relationship between the Shareholders in order to protect the interests of the individual Shareholders as and against each other.
The Agreement regulates the appointment of Directors, as well as how decisions are made by the Directors. This comprehensive Agreement includes important clauses such as the drag along clause, the tag along clause, and the right of pre-emption with regard to the transfer of shares.
Plus Free Share Certificate
Agreement Contents
1. Parties
2. Definitions
3. Interpretation
4. Preamble
5. Shareholding
6. Main Object of the Company
7. Directors and Management of the Company
8. Restrictive Covenants
9. The Shareholders' Voting Rights and Meetings
10. Matters Requiring the Consent of a Special Majority
11. Funding
12. Dividend Policy
13. Borrowing and Guarantees
14. Financial Matters
15. Transfer of Shares
16. Obligatory Transfer Events
17. Completion of Share Purchase
18. Fair Value
19. Issue of Further Shares
20. Drag Along
21. Tag Along
22. Confidentiality
23. No Partnership
24. Notices
25. Serious Deadlocks: Resolution of Disputes
26. Termination
27. Governing Law and Jurisdiction
28. Utmost Good Faith
29. Severance
30. Variation and Waiver
31. Assignment
32. Costs
33. Conflict with Memorandum and Articles
34. Entire Agreement
35. Third Party Rights
36. Counterparts