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Business Law > Agreements or contracts > Unanimous shareholder agreement

Unanimous shareholder agreement

Your unanimous shareholder agreement to restrict, in whole or in part, the powers of directors of a corporation...more

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  • The unanimous shareholder agreement is an agreement among all the shareholders of a same corporation to restrict the powers of the directors.
  • Under the terms of the unanimous shareholder agreement, the powers of the directors can be withdrawn or restricted in one of the following manners, namely:
    • Imposing on directors a special majority for decision-making;
    • Ratification of their decisions by the shareholders; or
    • Total withdrawal of powers from the directors and their transfer to the shareholders.
  • The unanimous shareholder agreement, available on this website, is a document that provides the main clauses of which an overview is given in the "Summary" tab above.
  • This document will meet your needs for a relatively simple unanimous shareholder agreement. For an agreement of which conditions are more complex, please contact  .

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Summary of the clauses available for the preparation of your unanimous shareholder agreement.
  • Identification of the shareholders
  • Scope and precedence
  • Enforceability of the agreement against holders of shares without voting rights (if necessary)
  • Various clauses relating to the choice made by the shareholders among the following:
    • Imposing on the board of directors a special majority for their decisions
    • Ratification of the board's decisions by the shareholders prior to their enforcement/implementation
    • Transfer of all powers of the board of directors to the shareholders
  • Shareholders' voting rights
  • Restriction on transfer of shares
  • Endorsement on share certificates
  • Trust and legal person
  • Unanimous agreement
  • Statement of existence of the agreement
  • Assignment
  • Dispute resolution - mediation and arbitration
  • Notice
  • Effective date of the agreement
  • Initial period - Renewal
  • Termination of the agreement
  • Amendment of the agreement
  • Interpretation
  • Severability
  • No waiver
  • Counterparts
  • Governing Law
  • Enforceability
  • Intervention
  • Statements
  • Closing formalities

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