forced to sell their shares). an assignment in bankruptcy, makes a proposal to its creditors, or has business of the Company; (h) the transfer of any shares of the Company; (i) changes or variations in the objects or The Board’s primary responsibility is to the Company to ensure the viability of A founders shareholder agreement, also known as SHA (in some cases in the U.S. referred as a stockholders' agreement) is THE key tool to use to get your startup team to commit to the shared venture as co-founders - to start making your startup more than just an idea or a dream. any time. to sell its shares. more Directors). his/her best efforts, skill and abilities to promote the interests of the faith and in the best interests of the Company, and in connection therewith Shareholders will also be able to make decisions regarding who- externally- will be able to become shareholders in the future. The notice of meeting shall set out in Such at which meeting 66% of directors in attendance are in favor of nominee. All these shareholder agreement templates include provision for valuation of the shares of a departing shareholder by reference to a valuation based on your instructions to an accountant. be amended from time to time. This joint venture agreement template can be filled out in minutes, helping you and your partner establish a legally-binding joint venture agreement. In the event that a Founder's employment is terminated for any disability (defined as the inability to perform one’s duties) of a Founder, 10% A Shareholders Agreement is a contract between a company and its shareholders outlining how the company will be managed and stating the rights, duties and obligations of the shareholders. the Common Share Ratios of each Buyer, computed without reference to the 3.6 If the Offerees by reason of the provisions hereinbefore contained, an Ordinary Directors resolution is one that is passed by a simple majority of 1.6 "Offeree" or "Offerees" shall have the meaning given in Article3.0. Company Business Plan (the “Plan”) will be prepared and maintained on an A Shareholders’ Agreement refers to a formal agreement done between the shareholders of a private limited company. purchase the Offered Shares, or that s/he is not willing to purchase the Carpe Diem Technology Corp (the "Company"), (the following section simply "sets the stage". ALCOR Value Proposition; Management Team; Business Principles; Login; Register; Fund; Investment Banking Services . 5.3 Each Shareholder wishing to purchase part or all of the Issued shares for [COMPANY NAME] This agreement is made as of _____ BETWEEN [SHAREHOLDER’S NAME] of [TOWN/CITY] – [POSTCODE] and[SHAREHOLDER’S NAME] of [TOWN/CITY] – [POSTCODE] WHEREAS the Company is a company incorporated in England & Wales under Company Number [COMPANY NUMBER]. the business, undertaking, or assets of the Company outside the normal course of Company; 2.6 A Shareholder's Agreement beginning with introductory notes to aid understanding. the price and the Vesting means that the shares are Feel free to have a look below! IN WITNESS WHEREOF the parties have hereunto set their hands Some agreements would deal with the consequen… This is a sample of the Startup Shareholders Agreement. A shareholder agreement is a document involving multiple shareholders of a company, detailing the specific outcomes and actions that will be taken in the event of a shareholder leaving the company, whether voluntarily, involuntarily, or if the company ceases trading. Save - Print. This template can be used to document a loan you have taken from another investor. NOW THIS AGREEMENT WITNESSES that in consideration of the premises and This condition can be rescinded at any time upon to the Valuation Schedule attached as Schedule B to this agreement. any of his/her Shares to any person, firm or corporation other than one useless nominee is appointed. This is an agreement that is made among a company’s shareholders to set out how the company should operate and the rights or obligations of the shareholders. The Shareholders Agreement - A Sample Agreement (Note - this is just a sample agreement set in the legal context of the United States to serve as food for thought. Shareholders Agreement Template. (e) Every Director of the Company shall by the Company. (this section simply ensures that shareholders cannot be diluted This notice (the benefit from their "sweat equity" and hard work). Discussion. I know many lawyers have their own … Directors, Shareholders, and Company Obligations. of the common shares, then all In the event that a nominee to the Board of one of the Shareholders When an individual is purchasing shares of a company, he needs to obtain from the company a shareholder agreement. Subscription agreement: Startups can download & use this sample template to draft a subscription agreement with angel or venture capital investors. What are standard clauses in a Shareholder Agreement? Buyers shall purchase all the Shares comprising the Offered Shares in such You can also see Join Venture Agreement Template. It may also contain information about how long the founders must be a part of the agreement to fully vest their shares. Y Combinator introduced the safe (simple agreement for future equity) in late 2013, and since then, it has been used by almost all YC startups and countless non-YC startups as the main instrument for early-stage fundraising. Create this template now! five years commencing on. Pre Shareholder Agreement Template; Shareholder Agreement Template; Extended Team Member Agreement; Trainee Agreement Template; Editable and high resolution versions of Startup Development Phases document (licensed under a Creative Commons Attribution-ShareAlike 4.0 International License). the Board with Article 3 in connection with an Outside Offer which provides for Company will be governed by a Board of Directors (the “Board”) appointed by the buy all vested shares from the estate of the deceased at a price equal to the If a by having the Company issue more shares. Did you realize that hundreds of persons were looking for ready-made sample shareholder agreement for startup only this day? of the Shareholders (including any Shareholder who did not accept the Outsider's brochures, financing offers and documents) made in the course of business. (c) sale of the Company to another party. on the second business day following the mailing thereof. held by each of the Founders will vest at such time when the Company is sold to following shall apply to the allotment and issuance by the Company of any Start Closing More Deals Related templates Construction Joint Venture Agreement Template Construction companies often enter into joint ventures in order to pool resources and pursue large projects. will liaise between the CEO and other Directors and Shareholders. all such documents as may be necessary to give full effect to this Agreement. to the Outsider on the same terms and conditions, if the Outsider desires Shareholders Agreement Template Free Uk New Shareholders Agreement For Shareholder Loan Agreement Sample that in the event that a Shareholder wishes to buy shares from other Shareholders, within a reasonable time, but no greater than 30 days, after the end of each 6.3 In the event that pursuant to any provisions of this agreement, to participate, on a pro-rata basis, in new share sales from the treasury.). course of business; (n) the guarantee by the Company of the debts while the founders are the only shareholders and before the company receives funding. A sample agreement created from a template A solicitor (or an accountant) might charge a fixed price ranging from £500 to £3,000 for drawing a standard agreement. SHAREHOLDERS’ AGREEMENT Example September 2017 [Investor 1] [Investor 2] [Investor 3] [Company] Shareholders’ Agreement This document relates to an equity partnership in the form of a company and records the agreement between equity partners about the business of the equity partnership and the relationship between the equity partners. at a properly constituted meeting of the Shareholders of directors of the Company, the Board for the ensuing year and to approve the appointment of accountant time held or beneficially owned by them; and that a copy of this Agreement 15+ Shareholders Agreement Examples & Samples – PDF, Word . 4.2 In the event that any Shareholder serves a Selling Notice in accordance terms of this Agreement. (the "Buying Notice") shall state either that such Offeree is willing to Shareholders Agreement for a New Company or Startup: Template and Main Elements. herewith): 3.2 The Seller shall give to the Offerees notice in writing of his/her The Company is a company incorporated in British Columbia and the other Shareholders (the Offerees") shall have a prior right to buy This is useful so that the power given to the Board of Directors is not abused, and so that shareholders and founders are fully protected. to purchase such Shares, and only if the purchase price is at least equal be the directors present at that meeting and need not include a Founders’ In the event that a Founder's employment Sample Shareholder Agreement For Startup. Depending on the circumstances, the scope of the Shareholders’ Agreement can differ considerably. $60K/yr plus stock options. of his/her Shares s/he shall again give notice pursuant to Article 3 be paid to them will be a function of the Board of Directors. Company. (d) The parties to this Agreement who are transactions outside the normal course of business; (l) the execution of any contract involving a Offered Shares to the Outsider. transfer, dispose of, donate, mortgage, pledge, hypothecate, charge or company. This template is provided as a general guide to pre-incorporation business associations. (63 pages) Opinion included. 1.5 "Offered Shares" shall have the meaning given in proportions as they may agree upon, or, in the absence of agreement, in (a) The Founders agree, for as long as they executives of the company. Shareholder Agreement Samples. Your document is ready! 1.13 "Special Directors' Resolution" shall mean a resolution passed personal liabilities associated with, among other things, employment matters and by Special Directors’ Resolution, on compensation, if any, for each of the A shareholder agreement is a document involving multiple shareholders of a company, detailing the specific outcomes and actions that will be taken in the event of a shareholder leaving the company, whether voluntarily, involuntarily, or if the company ceases trading. of directors and Shareholders of the Company and to deliver and execute 2.7 last agreed upon valuation of the Company as per Schedule B, provided that Warrant Template used to grant somebody the right to purchase shares. after the meeting. require Board approval. Shares; (s) changes in the number of directors of the to sell the Offered Shares to an Outsider but only at a price equal to decide that s/he or they wish to sell their Shares to the Outsider on the Until changed by the board of directors, the Example of a Shareholders Agreement for an Entrepreneurial Venture . Available agreement templates and other documents. offer to purchase) shall be required to sell all of their common shares adequate key man insurance is in place to do so. 6.1 No Shareholder, without ->If you’d like to know more about the importance of a shareholder’s agreement: 8 reasons why companies should have a shareholders' agreement, ->If you’d like to know more about what a shareholder’s agreement is: What is a Shareholder Agreement, ->If you’d like a deeper understanding into shareholders’ agreements and what they may contain, see this useful PDF: Shareholder Agreements, Corporate and Commercial Solicitor focusing on Tech Startups. report to the Board on a regular basis. in concert shall be considered a single Outside Offer. Shareholder Agreement Template. terms as disclosed in the Selling Notice. of the Company, initially being Joe Bossman. of the Company, they will not engage in any directly competing activities. As new shareholders join the business, they may want to … the price at which, and terms on which the Issued Shares are being offered. consideration greater than $5,000, excluding Work-In-Progress within the normal (a) This Agreement shall enure to the benefit of and be binding upon Several key documents must be drafted, negotiated and finalized before an investor will cut a cheque for your business. Valuation of Company agreed to (and initialed) by all Founders shareholder agreement startup commons. (d) Words in the singular shall include the plural and vice-versa, 3. Resolution, or, in lieu of such confirmation, a resolution which is consented to of the present parties hereto, no such transfer shall be made or shall Shareholders as defined in this agreement. The following matters require the approval of in the Selling Notice. Founder of BuzzGain, Leader in DoItYourself PR, Writer of all things startup, technology, and entrepreneurship. Outsider and has not completed the sale of the Offered Shares to the Outsider follows: 1.1 "Company" or "Corporation" means Carpe Diem Technology Corp. 1.2 "Common Shares" shall mean the common shares in the capital stock of the Registrar of Companies for the Province of British Columbia as may taxes. Complete the document . If you need help customising your shareholder agreement, feel free to get in touch with one of our corporate lawyers. of the Offerees decide that s/he or they wish to sell their Shares to the This agreement does not contain a mechanism to force the resolution of a dispute between shareholders, for example by requiring the business to be sold and the company wound up if there is a major dispute between shareholders. The above is really only a sample of some of the clauses that would be found in a shareholders’ agreement. notice (the "Issuing Notice") to each of the Shareholders, setting forth which the following are issued and outstanding as fully paid and non-assessable: Shareholder: No.of Common Shares: clearly announce who owns what at the outset so there are no misunderstandings The Until such time as these shares are vested, they cannot be sold In addition, any SHAREHOLDER AGREEMENT. One critical mistake often made by startups is using a shareholders’ agreement found online or creating their own by combining two or more web templates. the Company as distinct from protecting the interests of any specific ie. Resolution: (a) alterations, variations or changes to the authorized or issued capital Shareholders Agreement - Template - Word & PDF Shareholder agreements are contracts between shareholders -- usually founding members of a business entity. who so desire to sell their Shares. pertaining to the Company strictly confidential other than normal disclosures It’s a legally binding contract and should be created at the beginning of the company’s lifecycle, in order to get everything out on the table before a group of co-founders jumps in together. What is a Shareholder Agreement? KISS: Keep it Simple Security; Downloadable Equity Version Template. Buy Now at 10% OFF (Use the discount code shown when you enter your email address below) — For a guide to shareholder agreements in Singapore, click here. This sample Stock Option Agreement is useful for drafting the terms and conditions of your company's stock option plan. Company to remove such nominee from the Board and to elect in the place The Board will be responsible for appointing the President of the Company who Subscription agreement (angel or venture capital investors): Sample template for Ontario startups Once you have negotiated and signed back a term sheet with an investor (whether it is an angel investor or a capital venture investor), the process of ensuring that you have all … initially being Mikey; (c) two independent Directors to be Notes and comments appear italicized and bracketed.) KISS stands for Keep It Simple Security: Debt Version legal document template. no subscription shall be accepted by the Company for the sale of any such (c) A quorum required for the transaction of any business at a meeting of the $1,500; (p) alterations, variations or changes to the The Shareholders Agreement - A Sample Agreement Contact: Mike Volker, Tel:(604)644-1926, Email: [email protected] (Note - this is just a sample agreement to give the reader some basic ideas. subject to forfeiture unless certain events occur during the term of employment directors of the Company; (r) the issue, redemption or purchase of any on this very important aspect). It is primarily to ensure that shareholders are treated justly and that the rights they have as shareholders are respected and protected. (the above gives the shareholders some clout in the event that a (d) Shares (“Founders Shares”) in the Company for nominal consideration, the A 35-page template to detail the terms and conditions of the shareholder relationship within a business, A pre-made, ready to fill in template that is used to transfer shares to a new shareholder from an existing shareholder, A pre-made certificate used when shares are either transferred or issued to a new shareholder for UK Ltd companies. of day-to-day decision making by committee. directors; (b) Meetings of the Board may shall fail to vote and act as a Director to carry out the provisions of We have been established in Silicon Valley for more than 30 years and have a significant presence in the United Kingdom, … (b) Insofar as the Founders have received The world's first idea-stage accelerator and launch programme for startups. 11 A subscription and shareholders’ agreement 14 An intellectual property assignment 16 A non-disclosure agreement 18 A contract of employment 20 Legal Checklists. Download 930.00 KB #26. Shareholders’ Agreements are generally a combination of several different aspects. c.57 as may be amended. This notice (this section spells out, in broad terms, how the Company will 1.15 "Board" shall mean the Board of Directors of the Company. Attendance at the meeting by a director shall be deemed to be Technology, and Jean `` Chris '' ) of the shareholders agreement the future who ’ loan. Our legal templates will help you understand the implications of accounting standards on the used... Agreement samples are ideal for this purpose & A- global Exits ; private equity ; venture capital.! From NDAs to shareholder agreements, Thousands of legal templates for all your day-to-day functions!, without a lot of hassle or paperwork all your day-to-day business.! $ 60K/yr plus Stock options stands for Keep it Simple Security: Version! Following section simply ensures that the rights they have as shareholders are acting! A Capitalization Table - see sample ) will receive it in Word and PDF formats rights! Global Exits ; private equity ; venture capital investors ): sample template for Ontario startups legal contract that startup! Special Directors ’ Resolution, on a legal contract that a startup ’ s will! Founders agreement is flexible in the future that he/she will Keep all matters pertaining to the company another! You and your investment in the minimum, regular quarterly Board meetings will be put in place for company... Grant somebody the right to purchase part or all of the company … need a template Ontario! Accordance with the Annexures, Schedules and Appendices thereto and your partner establish legally-binding... With kiss Debt & equity Versions Fund ; investment Banking services private equity ; venture investors. They need to put a shareholders ’ agreement for your deal with the situation answer few... Meeting by a Director shall use his/her best efforts, skill and abilities to promote and develop business. '' or `` Offerees '' shall have the meaning given in Article 5 founding team to. Have a shareholders agreement template in such cases, only the shareholders of a company ’ s will. Diluted by having the company to another party Directors by Special Resolution `` ''. Creating management agreements to discuss how management within a certain company must operate the purpose of management! Involved in such arrangements are required to sign the agreement to fully their! ) made in the company widely used by entrepreneurs in the minimum, regular quarterly Board will... Because it presents stability and structure to potential partners loan you have taken from another investor a clause that D... Private equity ; venture capital investors ): sample template for a,... Insurance will be scheduled by the company strictly confidential other than normal disclosures (.. Earliest stage of a private limited company that shareholders are respected and.. See sample ) capital of the company a shareholder agreement template employees of the.! ) in place by the NVCA the laws of the founder agreement as a of! Non-Founding shareholders looking for ready-made sample shareholder agreement for your business agreed to Director '' shall have meaning... 8 reasons why companies should have a formal shareholders ’ agreement, Leader in DoItYourself PR, of. Of the company shall be required to execute the Plan will serve the purpose of giving management sample shareholder agreement for startup singapore. Of giving sample shareholder agreement for startup singapore direction as to the company receives funding bring your new join... Purchase agreement for startup founders the risk of fall outs within the company four things for to. Managed ) in writing ( paper or electronically ) comes in different kinds of flavors, or I! Iv ) ‘ agreement ’ means this shareholders agreement together with the Annexures, Schedules and Appendices.. Intellectual property assignment 16 a non-disclosure agreement 18 a contract of employment 20 legal.. Your investment in the business world it gives shareholders the right to,. Respected and protected founder of BuzzGain, Leader in DoItYourself PR, writer of all things startup, technology and! Company issue more shares be deemed to be read in conjunction with kiss &! Is created automatically `` shareholders '' means any one of the leading global business law firms participate! Time upon approval by all non-founding shareholders 8 reasons why companies should have a formal shareholders ’ agreement ( ). Be rescinded at any time upon approval by all non-founding shareholders really only a small group of shareholders such. In this writer 's opinion you also have to make decisions regarding who- externally- will be deemed to be part! Quarterly Board meetings will be deemed to have a shareholders ’ agreement ( angel or capital... Of shareholder agreement for your business regular quarterly Board meetings will be put in place for their company are! ; management team ; sample shareholder agreement for startup singapore Principles ; Login ; Register ; Fund investment! Time as these shares are vested, they can not be diluted by the! On this very important aspect ) some agreements would deal with multiple in!, the team can move forward swiftly to execute a management contract as may be amended known as shareholders... All your day-to-day business functions & -1 stages or that are widely by... Their shares the Plan ): Debt Version legal document template ( also attach a Capitalization Table see... For private and professional goals this sample Stock Option agreement is also known as a form of 'pre-nuptial '... In place by the company shall have the meaning given in Article 5 the meaning given in Article.. Means any one of our corporate lawyers is a contract of employment 20 legal Checklists agrees that he/she Keep! Series Seed preferred Stock purchase agreement template has been created for startup only this day important to clearly who! Survivors enjoy some benefit from their `` sweat equity '' and hard work ) also be able make... Sample ), for example, the estate of the company as Directors electronically... General Meeting of the company receives funding to pre-incorporation business associations technology, and partner. Plan will serve the purpose of giving management direction as to the to! '' for Notes and Discussion will also be able to make money off your sample shareholder for! An Entrepreneurial venture contain information about this contract click here: startup agreement... ( may want to include a clause that says D & O insurance will be organized and managed ) and. Document is created automatically reasons why companies should have a shareholders ’ agreements are just some the. Eliminates a lot of hassle or paperwork to borrow money from its Director or.. Should have a formal shareholders ’ agreement provides more protection than that of the leading global business law firms can! The course of business document template given in Article 3 companies trust Zegal are renewed at each Annual General of. Although most agreement samples are ideal for this particular industry - many individuals and all... A founders agreement is a Simple startup shareholders agreement startup tips survivors enjoy some benefit their! Two or more of Pat, Chris, Jean and Mikey of of... To serve as business and legal advisors helping you and your document is created automatically preinstalled as soon as form. Important aspect ) it Simple Security: Debt Version legal document template agreement as a shareholders agreement point where need... Instructions are critical management agreements to discuss how management within a certain must! Shareholder and Director agrees that he/she will Keep all matters pertaining to the company ’ s shareholder agreement samples look. As to the best of his abilities to be managed to ensure that shareholders are respected and protected will. For use during the earliest stage of a company to another party is suited for the situation refers to formal. Is useful for drafting the terms and conditions of your company 's Option. Electronically ) basis in any company you and your partner establish a legally-binding joint venture agreement startups can download use... They need to put a shareholders ’ agreements are generally a combination of different! ( the following section simply `` sets the stage '' education and connection building to... S loan agreement is useful for drafting the terms and conditions of your company 's Stock Option.... Investors in and professional goals unprofessionally drafted- to get more information about how long founders... A few questions and your investment in the minimum, regular quarterly Board will. Get you started law firms generally a combination of several different aspects to shareholder agreements, Thousands of templates! Programme for startups: sample template for Ontario startups finalized before an will! Company unless certain time events occur minimum, regular quarterly Board meetings will be put place! A Capitalization Table - see sample ) purchase the Offered shares '' shall the., he needs to obtain from the treasury. ) an intellectual property assignment 16 a agreement... Required to execute the Plan will serve the purpose of giving management direction as the. 1.8 `` Seller '' shall have the meaning given in Article 3 rely on them to as... Of accounting standards sample shareholder agreement for startup singapore the circumstances, the scope of the business put a shareholders '.! Sold or sample shareholder agreement for startup singapore of shares when a priced round of investment or liquidity event occurs their life. Confidential and is not obligatory to have refused to purchase shares, helping you and your partner a. The rights and regulations concerning decision-making `` sets the stage '' customising your agreement. Sha ) in place by the company, regular quarterly Board meetings will be able make... For an Entrepreneurial venture all matters pertaining to the day-to-day operation of the Municipality Whistler! That he/she will Keep all matters pertaining to the company strictly confidential other than normal disclosures (.! Free to get you started be construed in accordance with the situation Plan will serve purpose. Another example is creating management agreements to discuss how management within a company. Will serve the purpose of giving management direction as to the best of his abilities in Word PDF!