Shareholders Agreement

Shareholders Agreement

Bringing in shareholders is a major milestone for a scaling startup. It’s far more than just a cash injection; it means you’ve successfully convinced others to invest in the vision you’ve worked so hard to build.

A shareholder agreement documents the relationship between shareholders and your business. They are intricate arrangements to put together – so we’ve made it easy for you.

This do-it-yourself document generator helps you create a custom shareholder agreement that clearly defines what shareholders can expect. In 20 minutes you’ll have everything in place to take your business to the next level.
$ 749 incl GST
Shareholders Agreement

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How does it work?

Our intuitive tool will guide you through the process step-by-step from start to finish. It’s quick, easy and simple to understand – just how legal documents ought to be.

The expert interview wizard will help you answer a few questions and prepare your document in the background. You’ll have your custom Shareholders Deed in 20 minutes or less.

When you’re done, print or download a PDF version for you to review, customise or sign.

What is a Shareholders' Agreement?

A shareholders’ agreement documents the relationship between your company and the shareholders of your company. It can help in the event of a dispute by providing a clear idea of what the parties agreed to or before something changes a shareholder’s ability to continue working at the company.

Our document generator creates a top-tier, custom agreement that automatically adapts to govern shares or securities issued by a company. It has been meticulously drafted to standards that meet and sometimes exceed those of the largest Australian and international law firms.

This agreement gives you full control over how important decisions of the business will be made, with a comprehensive range of reserved matters and flexibility for each one as to whether majority or unanimous approval of the key securityholders will be required

When should I use it?

The Shareholders’ Agreement should be used if you would like to lay down the rules between the shareholders of your company.

What topics does a Shareholders' Agreement cover

  • Definitions and interpretation
  • Operation of the business
  • Directors and the board
  • Board meetings
  • Duties of directors
  • General meetings
  • Issue of new shares and dividends
  • Transfers and restrictions on parties
  • Drag along rights
  • Tag along rights
  • Insurance
  • Loan accounts
  • Confidentiality
  • Contracts, transactions and conflict of interests
  • Commencement and termination
  • Amendment Notices
  • Relationship of parties
  • Assignment
  • Waiver or variation of rights
  • Powers, rights and remedies
  • Entire agreement and understanding
  • Governing law and jurisdiction

What are the main decisions I need to make in creating a Shareholder's Agreement?

Among other things, considerations would include:
  • Who are the key security holders?
  • Who are the Directors on the Board?
  • What are the thresholds for the Board making certain decisions?
  • Do you want pre-emption rights on transfers and new issues of securities?
  • Would you like to cover off tag-along and/or drag-along rights?
  • How to calculate Director voting power?
  • What is the role and responsibilities of the Board – aka ‘Reserved Matters’?   This would include their obligations and powers as well as their voting arrangements and the frequency of board meetings
  • How would you like to approach and resolve disputes? There are several approaches that can be taken when disputes arise, this agreement will take you through the various options such as mediation and arbitration and the procedures that should be followed by all parties involved
  • Additional terms such as other provisions like further funding obligations, non-compete, etc

What other names does a Shareholders' Agreement go by?

A Shareholder’s Agreement is also known as: 

  • Shareholders Deed
  • Stockholders Agreement
  • Stockholders’  Deed
  • Security-holders’ Agreement
  • Security-holders’ Deed
  • SHA
  • SHD
  • Share subscription agreement

Frequently Asked Questions

The parties involved are the company and the shareholders.

Generally you would need this document when you want to clarify the relationship and rights of directors, shareholders and officers.

The agreement also covers what steps to take when a dispute arises, and the roles and responsibilities of all the parties involved.

This agreement is designed to become legally binding on the parties who properly execute it.   The agreement won’t be binding without the parties signing it.  If in doubt, as a lawyer.

Shareholders’ agreements are useful, but not mandatory, when there is more than one shareholder in a business; and you want to set out the rights and responsibilities of the shareholders, the Board and the company. 

Some companies don’t have a shareholders’ agreement at all, and instead include most of the content in an SHA in the company constitution.  This makes it easier if there is a high number of shareholders.

  • Shareholder details, including ‘Key Securityholders’ who hold most of the power
  • Company details (ACN, Name, Place of Business)
  • Director details
  • Board of Directors structure, powers and voting rights in respect of what decisions the Board can make
  • Drag rights and tag rights in the event of a sale of shares
  • Whether you want to include a non-compete clause

There are several signing options available. How you sign largely depends on where the parties are located and if they will attend signing together. You can print on paper and sign, or use electronic signature tools such as Docusign or Hellosign.

This document governs all securities, not just shares.

Drag-along provisions allow majority shareholders to require the minority shareholders to sell their shares to an acquirer if  majority holders are doing so.

Tag-along provisions allow minority holders to “tag along” and require a buyer to make an offer to buy their securities when an offer is made to buy another shareholder’s shares, that fulfils certain criteria.

Drag along and tag along provisions are included in this document.

If you have any questions or are uncertain about any aspect of the document, please do not sign it or use it. Contact us directly and we will be happy to assist.

Absolutely! Get in touch with us and we can provide a fixed-fee price to review it.

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