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Shareholder Resignation Agreement
"I need a Shareholder Resignation Agreement for my tech startup where a minority shareholder holding 15% of shares is leaving due to retirement, with payment to be made in three installments over 6 months starting March 2025."
1. Parties: Identifies the resigning shareholder, the company, and any other shareholders who are party to the agreement
2. Background: Recitals explaining the context of the agreement, including current shareholding and the intention to resign
3. Definitions and Interpretation: Defines key terms used in the agreement and sets out interpretation rules
4. Resignation and Effective Date: Specifies the shareholder's resignation date and the effective date of share transfer
5. Share Transfer Terms: Details the transfer of shares, including number of shares, transfer price, and payment terms
6. Consideration: Specifies the amount to be paid for the shares and how the value was determined
7. Completion Requirements: Lists all actions required to complete the resignation and share transfer process
8. Representations and Warranties: Statements of fact by both parties regarding their capacity and authority to enter the agreement
9. Release and Indemnity: Mutual release of claims and indemnification provisions
10. Confidentiality: Obligations regarding confidential information
11. General Provisions: Standard contract clauses including governing law, notices, and entire agreement
12. Execution: Signature blocks and execution requirements
1. Continuing Obligations: Details any ongoing obligations of the resigning shareholder, used when there are continuing duties or restrictions
2. Payment Schedule: Detailed payment terms and conditions, used when payment is to be made in installments
3. Non-Compete Provisions: Restrictions on future competitive activities, used when protecting company interests is crucial
4. Outstanding Loans and Debts: Treatment of any loans or debts between the shareholder and company, used when financial obligations exist
5. Tax Matters: Specific provisions regarding tax implications and responsibilities, used when complex tax considerations apply
6. Director Resignation: Additional provisions if the shareholder is also resigning as a director
7. Return of Company Property: Provisions for returning company assets and documents, used when the shareholder has possession of company property
1. Schedule 1 - Share Details: Details of shares being transferred including share certificate numbers and class of shares
2. Schedule 2 - Calculation of Share Value: Methodology and calculations used to determine the share transfer price
3. Schedule 3 - Payment Terms: Detailed payment schedule if applicable, including installment amounts and dates
4. Schedule 4 - Company Documents: List of documents to be signed or returned as part of the resignation process
5. Appendix A - Share Transfer Forms: Required statutory forms for share transfer
6. Appendix B - Director Resignation Letter: Template or copy of director resignation letter if applicable
Authors
Professional Services
Financial Services
Technology
Manufacturing
Retail
Healthcare
Construction
Mining
Agriculture
Real Estate
Education
Hospitality
Transportation
Media and Entertainment
Legal
Finance
Corporate Governance
Compliance
Risk Management
Executive Leadership
Board of Directors
Company Secretariat
Shareholder Relations
Corporate Affairs
Chief Executive Officer
Company Director
Company Secretary
Chief Financial Officer
Legal Counsel
Corporate Lawyer
Financial Controller
Risk Manager
Compliance Officer
Board Member
Managing Director
Shareholder Relations Manager
Corporate Governance Manager
Business Development Manager
Investment Manager
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