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Small Business Shareholder Agreement
"I need a Small Business Shareholder Agreement for a tech startup in Riyadh with three founding shareholders (two Saudi nationals and one UAE national), including specific provisions for intellectual property protection and a planned exit strategy for March 2025."
1. Parties: Identification of all shareholders and the company, including full legal names, addresses, and registration details
2. Background: Context of the agreement, including company formation details and purpose of the agreement
3. Definitions: Defined terms used throughout the agreement
4. Share Capital and Shareholding: Details of company's share capital, shareholding percentages, and share classes
5. Shareholder Rights and Obligations: Core rights and duties of shareholders, including voting rights and capital contribution obligations
6. Management and Decision Making: Governance structure, board composition, and decision-making processes
7. Share Transfer Restrictions: Limitations on transfer of shares, including right of first refusal and tag-along rights
8. Dividend Policy: Framework for profit distribution and dividend declarations
9. General Meetings: Procedures for shareholder meetings, voting, and resolutions
10. Reserved Matters: Decisions requiring special majority or unanimous approval
11. Confidentiality: Obligations regarding company and shareholder confidential information
12. Dispute Resolution: Procedures for resolving conflicts, including reference to Saudi courts and Sharia compliance
13. Term and Termination: Duration of agreement and circumstances for termination
14. General Provisions: Standard clauses including notices, amendments, and governing law
1. Shareholder Loans: Terms for shareholder financing, used when shareholders may provide additional funding
2. Non-Competition: Restrictions on competing activities, relevant for active shareholders in the business
3. Intellectual Property Rights: IP ownership and protection, important for technology or brand-focused businesses
4. Employee Shareholders: Special provisions for shareholders who are also employees
5. Exit Mechanisms: Detailed procedures for company sale or IPO, relevant for growth-oriented businesses
6. Deadlock Resolution: Special procedures for resolving deadlocks, crucial for 50/50 shareholdings
7. Zakat Provisions: Specific arrangements for Zakat payments and responsibilities
8. Family Members: Special provisions for family-owned businesses regarding succession and share transfers
1. Schedule 1: Details of Shareholders: Complete shareholder information including contact details and shareholding
2. Schedule 2: Company Information: Details of company registration, address, and business activities
3. Schedule 3: Share Capital Structure: Detailed breakdown of share classes and rights
4. Schedule 4: Reserved Matters List: Comprehensive list of decisions requiring special approval
5. Schedule 5: Deed of Adherence: Template for new shareholders joining the agreement
6. Schedule 6: Share Valuation Methodology: Agreed method for valuing shares for transfers or exits
7. Appendix A: Board Regulations: Detailed procedures for board operations and meetings
8. Appendix B: Dividend Policy Details: Specific formulae and procedures for dividend calculations
Authors
Retail
Technology
Professional Services
Manufacturing
Food & Beverage
Construction
Healthcare
Education
Real Estate
Trading
Consulting
Family Business
E-commerce
Logistics
Legal
Corporate Governance
Compliance
Executive Leadership
Board of Directors
Corporate Secretariat
Risk Management
Finance
Business Development
Investment
CEO
Managing Director
Business Owner
Company Secretary
Legal Counsel
Chief Legal Officer
Corporate Lawyer
Business Development Manager
CFO
Board Member
Shareholder
Investor
Compliance Officer
Risk Manager
Company Director
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