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Business Law > Agreements or contracts > Shareholder agreement

Shareholder agreement

The shareholder buy-sell agreement allows you to organize the administration of your business corporation and plan the disposition of shares upon the death or withdrawal of a shareholder from the corporation...more

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Starting from
Starting
from
$150

Available options

To add a clause concerning life insurance $10
To add a non-compete clause $10
To add a non-solicitation of customers clause $10
To add a non-solicitation of personnel/staff clause $10
To add a piggyback clause following third-party offer made in good faith $15
To add a clause regarding the compulsory buy-sell in case of dispute - "Shotgun" $20
To add a clause dealing with the holding of shares through a holding corporation or management corporation $15
To add a clause concerning disability insurance and obligations of the corporation $10
Questionnaires review with a member of our legal team
- No credit for this option.
$60

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Description

  • The shareholder buy-sell agreement is an agreement among shareholders of a same business corporation.
  • The shareholder buy-sell agreement usually governs:
    • The administration of the corporation;
    • The disposition of shares of a shareholder to third parties;
    • The situation of a shareholder's death.
  • Our shareholder buy-sell agreement is a document that provides the main provisions of which an overview is available in the "Summary" tab above.
  • For an agreement concerning the withdrawal in whole or in part of powers from the directors of a business corporation, you will have to sign a unanimous shareholder agreement.
  • This document will meet your needs for a relatively simple shareholder buy-sell agreement. For an agreement whereof conditions are more complex, please contact  .
  • The shareholder buy-sell agreement is designed to prevent potential disputes among shareholders.
  • Your agreement may thus include provisions regarding:
    • Voluntary withdrawal of a shareholder;
    • Protection of rights of shareholders;
    • Value of shares in the event of a voluntary or forced withdrawal from the business.

Summary

Summary of the clauses available for the preparation of your shareholder buy-sell agreement.
  • Identification of the shareholders
  • Preamble
  • Definitions
  • Interpretation, general provisions and precedence
  • Withdrawal of a shareholder
    • voluntary withdrawal of a shareholder
    • voluntary withdrawal of a shareholder upon receipt of bona fide third party offer
    • Drag-along rights following a bona fide third party offer (Piggyback) (Optional)
  • Compulsory inter vivos buy-sell in case of dispute (shotgun) (Optional)
  • Offer with a suspensive term
    • forced withdrawal of a shareholder from the corporation's business
    • death of a shareholder
  • Disability of a shareholder and disability insurance
    • Disability of a shareholder
    • Disability insurance (Optional)
  • Life insurance (Optional)
    • rules for insurance policies taken out by the shareholders
    • rules for insurance policies taken out by the corporation
  • Purchase by the corporation
  • Value of shares
    • value of the shares except for case of forced withdrawal from the corporation's business
    • value of the shares in case of forced withdrawal from the corporation's business, with few exceptions
    • taxes
  • Payment for shares
    • Payment for shares in case of sale of shares for reasons other than death
    • Payment for shares in case of death
    • interest on any balance due
    • forfeiture of the term
    • other forfeiture of term in the case of death
  • Preferred shares and notes and/or claims
    • Redemption of Preferred shares and repayment of notes and/or claims by the corporation in first place
    • Redemption of Preferred shares and repayment of notes and/or claims by the joint shareholders, upon failure by the corporation to do so
  • Protection of shareholder rights
    • deposit of shares in a securities depositary
    • protection of the selling shareholder
    • release of endorsements
  • Corporate finances
    • financial contribution and guarantees and/or endorsements
    • distribution of tasks
    • reimbursement of expenses
  • Voting terms and administration
    • Election of directors
    • resignation
    • liability insurance
    • exercise of voting rights by shareholders
    • subscription to the agreement
    • new issue of shares by the corporation and pre-emptive right granted to the shareholders
  • Special provisions
    • intellectual property of the corporation
    • business opportunities
    • confidentiality
    • non-competition(Optional)
    • non-solicitation of customers (Optional)
    • non-Solicitation of staff members and employees (Optional)
    • restrictions on transfer and conveyance of shares as collateral security
    • exercise by a shareholder of its rights in bad faith
    • "Force Majeure"
  • Additional provision (Required)
  • General provisions
    • disclosure
    • notice
    • Time of the essence and computation of time
    • holding of shares through a holding or personal holding corporation(Optional)
    • arbitration or legal challenge and election
    • non-assignability of the Agreement
    • entry into force of the Agreement
    • amendment or modification
    • termination of the Agreement
    • intervention of the corporation
    • interpretation clause
    • severability
    • no waiver
    • cumulative Rights
    • electronic transmission
    • counterparts
    • governing Law
    • enforceability
    • statement regarding the agreement
    • statement of the shareholders
  • Closing formalities

* These fees may be changed within a 60-day notice and in accordance with section 71 of the Code of ethics of notaries.

GST and QST not included.

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