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Stakeholders Agreement Template for Australia

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Key Requirements PROMPT example:

Stakeholders Agreement

"I need a Stakeholders Agreement for my Australian technology startup that's bringing on two venture capital investors in March 2025, with special attention to protecting intellectual property rights and including provisions for future funding rounds."

Document background
The Stakeholders Agreement serves as a crucial governance document for Australian companies where multiple parties hold interests in the business. It is particularly vital for private companies, joint ventures, and startup enterprises where clear delineation of rights, responsibilities, and procedures is essential. The agreement typically comes into play during company formation, when new investors join, or when existing arrangements need formalization. It addresses key aspects such as share ownership, voting rights, board composition, decision-making processes, and exit mechanisms, all while ensuring compliance with Australian corporate law. The document helps prevent future disputes by establishing clear protocols for various business scenarios and protecting the interests of all stakeholders involved.
Suggested Sections

1. Parties: Identifies and defines all parties to the agreement, including their legal status and contact details

2. Background: Sets out the context and purpose of the agreement, including business history and stakeholders' intentions

3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation rules

4. Company Structure and Governance: Outlines the company's structure, management framework, and decision-making processes

5. Shareholders Rights and Obligations: Details the rights, responsibilities, and obligations of all stakeholders

6. Share Capital and Funding: Addresses share structure, classes of shares, and future funding arrangements

7. Decision Making and Reserved Matters: Specifies voting rights and matters requiring special majority or unanimous consent

8. Board of Directors: Details board composition, appointment process, and directors' powers and duties

9. Meetings and Resolutions: Procedures for shareholder and board meetings, including notice requirements and voting

10. Distribution Policy: Sets out policies for dividends and other distributions to stakeholders

11. Transfer of Shares: Rules and restrictions regarding the transfer of shares, including pre-emptive rights

12. Exit Provisions: Mechanisms for stakeholder exit, including drag-along and tag-along rights

13. Dispute Resolution: Procedures for resolving disputes between stakeholders

14. Confidentiality: Obligations regarding confidential information and trade secrets

15. General Provisions: Standard contractual terms including notices, amendments, and governing law

Optional Sections

1. Intellectual Property Rights: Required when the company owns significant IP or when stakeholders contribute IP to the business

2. Non-Competition and Non-Solicitation: Include when stakeholders have access to sensitive information or customer relationships

3. Management Structure: Needed for companies with complex management arrangements or executive stakeholders

4. Key Performance Indicators: Include when stakeholder rights or obligations are tied to performance metrics

5. Employee Share Schemes: Required when the company has or plans to implement employee share ownership programs

6. Related Party Transactions: Include when stakeholders have other business relationships with the company

7. International Operations: Required for companies operating across multiple jurisdictions

8. Dead Lock Resolution: Important for companies with equal shareholdings or voting rights

9. Minority Protection Rights: Include when there are significant minority stakeholders requiring additional protection

Suggested Schedules

1. Schedule 1 - Company Details: Corporate information, share structure, and current stakeholders

2. Schedule 2 - Initial Business Plan: Current business plan and strategic objectives

3. Schedule 3 - Reserved Matters: Detailed list of decisions requiring special approval

4. Schedule 4 - Share Transfer Procedures: Detailed procedures and forms for share transfers

5. Schedule 5 - Deed of Accession: Template for new stakeholders joining the agreement

6. Schedule 6 - Valuation Methods: Agreed methods for valuing shares in various circumstances

7. Schedule 7 - Key Personnel: Details of key management and their roles

8. Appendix A - Share Certificate Template: Template for issuing share certificates

9. Appendix B - Meeting Procedures: Detailed procedures for conducting meetings

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions



























































Clauses









































Relevant Industries

Technology and Software

Professional Services

Manufacturing

Retail and Consumer Goods

Healthcare and Medical

Financial Services

Real Estate and Property

Mining and Resources

Agriculture

Education and Training

Construction and Engineering

Media and Entertainment

Hospitality and Tourism

Transport and Logistics

Energy and Utilities

Relevant Teams

Legal

Corporate Governance

Executive Leadership

Board of Directors

Company Secretariat

Compliance

Finance

Investment Relations

Risk Management

Strategic Planning

Mergers and Acquisitions

Relevant Roles

Chief Executive Officer

Managing Director

Company Director

Company Secretary

Chief Financial Officer

General Counsel

Legal Counsel

Corporate Lawyer

Investment Manager

Venture Capital Partner

Private Equity Manager

Business Development Director

Chairman of the Board

Non-Executive Director

Chief Operations Officer

Compliance Officer

Corporate Governance Manager

Shareholder Relations Manager

Industries









Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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