Shareholders Agreement Template

So simple you can write your own Agreement. Just fill-in the blanks and save $1,000's in legal fees.

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How it works

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Download the template. Tips guide you to fill in the details for your company.

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Print your completed Shareholders Agreement, ready for signing.

Sign the document

Sign-off and you're done!

Arrange for the company and each shareholder to sign.

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WHY LEGAL ZEBRA

Write your own Shareholders' Agreement, with our easy template

This Legal Zebra Template helps you put your Shareholders Agreement in black & white instantly. This can save you at least $1,500 in legal fees.

Easy to use

Easy to Use

There's no legal mumbo jumbo... The template is in simple language that all of the shareholders will easily understand. The Template guides you step-by-step through the process

Legally Binding

Legally Binding

Thanks to the template, you can write your own legally binding Shareholders Agreement that you can enforce in Court. All, without spending on a lawyer.

Unlimited Edits

Unlimited Edits

We supply the Shareholders Agreement template in both Word and PDF formats so you can be sure it works on all devices, including Mac and PC, and make all the edits you need. With the Word version, you can edit anything and everything.

Latest update

Latest Update (2022)

The Agreement template is up to date and effective throughout Australia.

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LEARN

Which companies use this Shareholders' Agreement template?

Shareholder Agreement for a private Australian company (a Pty Ltd)

This template is suitable for an Australian business set up as a proprietary limited company with a small group of shareholders. Perhaps you've been running for a few years and you want to make sure everything is covered legally, in case anything happens to any of the shareholders who work in the business.

This Agreement gives you the option to deal with what happens if one of the shareholders "drops the ball" or dies. Given that you are not operating as a public company, you can restrict the sale of shares and ensure the outgoings shareholder gives the remaining shareholders the option to buy their shares.

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Shareholders Agreement For A Start-up Technology Company

We are developing an app and have a few investors. We need to get the deal down on paper and want a Shareholders Agreement to give to our investors. The other founders and I want to make sure we stay in control of the company and everyone is focussed on the business.

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Shareholders agreement template for allocating shares to an employee

You're introducing a star employee to the business and giving them 10% equity. This Shareholders Agreement is for you. You can set out what you expect the employee to do to hang on to their shares and what happens if they leave you for a competitor.

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Download our full Word & PDF Templates to make your Shareholders Agreement now! $97

CHECKLIST

Checklist - What's included in the Shareholders Agreement Template

Rest assured, Legal Zebra's concise yet comprehensive Shareholders Agreement covers the key provisions. Meanwhile, we have cut out all the irrelevant waffle that's all too common in legal documents. Here's what you'll find in the template:

Identify who holds shares
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State how many shares each shareholder will receive when the agreement is signed. This can change later without the need to update the Agreement.

Clarify shareholder duties and contributions
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Spell-out what's expected of each shareholder to make your company a success.

A clear definition of the company's business
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With all shareholders on the same page, sharing a clear and common vision for the company, you'll minimise the likelihood of disputes.

An entitlement for shareholders to appoint directors
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State when a shareholder can appoint a director. For example, if they hold at least 20% of the shares they can take up a seat on the board and direct the company's operations.

And more... for a great Shareholders Agreement
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✅ Yes, tick! This comprehensive Shareholders Agreement contains all of the critical provisions to secure your business partnership.

General legal tips
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Plus, you'll get easy to follow tips and examples to help you confidently turn your template into a legal document, customised for your requirements.

Voting rights for directors
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Identify whether each director will have an equal vote. Or, whether they get one vote for each share they hold.

Includes shareholder representatives as parties
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A well drafted Shareholders' Agreement will include shareholder representatives as parties, in addition to the Shareholders. <br><br>

For example, if a shareholder is a company, you should also include the individual who controls that company as a party. That way, they are also bound by confidentiality and non-compete clauses. <br><br>

You can do this easily with our template, by including individuals as "Shareholder Represenatives".

Special majority approval required for significant matters
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While the directors can make day-to-day decisions, you can require a higher approval threshold for big decisions. The Agreement achieves this by requiring Special Majority Approval (eg of 75% of Shareholders, by shares) for Significant Matters. These matters commonly include, for example, a sale of the business or major capital expenditure.

Shareholder loan committments to secure funding
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Support your company's funding with loans from shareholders. These can be easily agreed by inserting the loan amount, interest rate and repayment terms in the template.

First preference to existing shareholders on a sale of shares
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Our Shareholders Agreement template includes standard provisions requiring a shareholder, who wants to sell their shares, to first offer them to the existing shareholders. It's only if the existing shareholders decide not to take up the offer that the selling shareholder is allowed to sell their shares to a third party. <br><br>

This is called a pre-emptive right or right of first refusal clause. It gives the existing shareholders first preference to purchase shares, in proportion to the existing shareholdings. <br><br>

It is generally a good idea to include a pre-emptive right in a Shareholders Agreement for a private company, because it protects the existing shareholders. Of course, it works differently for a public company, where shareholders are often allowed to sell their shares whenever, and to whoever, they please.

Discount on the sale of a defaulting shareholder’s shares
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If a shareholder let's the team down by breaching the Shareholders Agreement, they are regarded as a defaulting shareholder.

You can include a clause requiring them to sell their shares to the other shareholders at a discount to the market value. This acts as a discincentive for an errant shareholder who plans to do something wrong.

Requirement for approval of a new shareholder
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You can require, for example, that the unanimous approval of the existing shareholders is required before a new shareholder can acquire shares in the company.

Drag along rights to force a sale of the whole company
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You can decide whether a substantial shareholder group that is selling all of their shares to a third party will have the right to force the rest of the shareholders to go along with the sale. This is known as a "drag-along right". <br><br>

Generally, it's a good idea to include a drag-along right because it allows the majority of the shareholders to sell the entire company, without a minority shareholder blocking the sale.

Rules for the issue of new shares
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The template includes sensible rules for the issue of new shares. These include: <br>

- the shares must be offered to existing shareholders first, before third parties <br>

- limited exceptions for the issue of shares or options to employees.

Tag-along rights to participate in a share sale
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Remember when your little brother used to tag along, whether you wanted him to or not? <br><br>

Well, that's how a tag along clause works (sort of!). If a major shareholder wants to sell its shares, then a minority shareholder can also tag along and participate in the sale on the same terms. <br><br>

In most cases, it's useful to include a tag-along clause so minority shareholders don't miss out on a sale opportunity. Just like your little brother didn't want to miss out on the fun!

Non-compete clauses to protect the business
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Our Shareholders Agreement template lets you include clauses to stop the shareholders: <br>

- competing with the business<br>

- poaching the company's employees and<br>

- taking away the company's suppliers. <br><br>

These clauses help protect the goodwil of the company and ensure all of the shareholers are working towards a common cause, rather than in conflict with the company.

SPECIAL OFFER

Try a Free Sample or download the complete Word & PDF Shareholders Agreement files instantly for only $97.

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Frequently Asked Questions

What is a Shareholders Agreement and why does your company need one?
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A Shareholders Agreement is a contract between the members of a company (also known as shareholders) and the company itself.

Many companies with more than one shareholder choose to enter into such an Agreement so they can make special rules for the ongoing management, operation and financing of the company as well as arrangements for adding or removing shareholders.

Every company with more than one shareholder should have a Shareholders Agreement. It helps to clarify expectations and avoid costly disputes.

You can set out the contribution that each shareholder is required to make – services, money, intellectual property (whatever they have promised to deliver) and what happens if they let the company down.

Founding a company with a business partner and no Shareholders Agreement is akin to building a house on a wet slab. It's a big risk and things can go pear-shaped very quickly.

Fortunately, with a little planning and attention to the agreement between co-founders, your company can avoid the hassle and expense of legal disputes down the track.

A Shareholders Agreement designed for Australian companies
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The Legal Zebra Shareholders Agreement template is up to date and suitable for use in all States and Territories of Australia. This means you can use the Template if your company is registered in New South Wales (NSW), Victoria (Vic), Western Australian (WA) Capital Territory (ACT), South Australia (SA) or the Northern Territory (NT), Tasmania (Tas) or Queensland (Qld).

Can I really make a Shareholders Agreement using a template, without a lawyer?
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The Legal Zebra Shareholders Agreement template is up to date and suitable for use in all States and Territories of Australia. This means you can use the Template if your company is registered in New South Wales (NSW), Victoria (Vic), Western Australian (WA) Capital Territory (ACT), South Australia (SA) or the Northern Territory (NT), Tasmania (Tas) or Queensland (Qld).

SPECIAL OFFER

Clarify expectations and avoid costly disputes with a Shareholders Agreement

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Create your own document instantly.

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Checked by a Lawyer before signing.

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$1,497
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Lawyer prepares a customised Agreement for you.

Legal advice by email, phone or video.

Interactive PDF & Word Template.

Checked by a Lawyer before and after signing.

Special clauses.

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Best for peace of mind and high value matters

WE'VE WORKED WITH

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GET HELP

Need help with your Shareholders Agreement? You're in good company.

I‘ve made this Shareholders Agreement Template easy to fill-in and understand. It’s designed so, in most cases, you can get your Agreement in black & white without seeing a lawyer. I'm happy to assist, without further charge, if you have a quick question about filling in the document.

Or, your company can engage my services for a more complete one-to-one service. Reach out if you want help.

Mr Shanti Rubens B.Com LLB

Lawyer, Legal Zebra
60 Days Guarantee

60 Day Money Back Guarantee

We are confident you will absolutely love our Shareholders Agreement Template because it's super easy to use (clear and concise, without any legal mumbo jumbo) and highly adaptable for most Australian companies.

However, if this Legal Zebra Template does not help you secure your business partnership and save you at least $1,000 in legal fees, then simply email me to claim a 100% money back refund at any time within 60 days of the date of your purchase.

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