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Cross Option Agreement Shareholder Template for Canada

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Key Requirements PROMPT example:

Cross Option Agreement Shareholder

"I need a Cross Option Agreement Shareholder for my technology startup based in Ontario, with three founding shareholders who each hold 33.33% of shares, to be funded by life insurance policies with completion scheduled for March 2025."

Document background
The Cross Option Agreement Shareholder is essential for private companies in Canada seeking to establish clear succession planning and maintain control over share ownership. It is commonly implemented when a company has multiple shareholders who want to ensure business continuity and prevent shares from passing to unwanted third parties upon a shareholder's death. The agreement creates mutual options where surviving shareholders have the right to buy, and the deceased shareholder's estate has the right to sell, the deceased's shares at a predetermined valuation method. This document typically includes provisions for life insurance funding, share valuation mechanisms, and completion procedures, all structured within the Canadian legal framework. It's particularly valuable for family businesses, professional corporations, and closely-held companies where maintaining control over share ownership is crucial.
Suggested Sections

1. Parties: Identification of all shareholders and the company

2. Background: Context of the agreement, existing shareholdings, and purpose

3. Definitions and Interpretation: Key terms, calculation periods, and interpretation rules

4. Grant of Options: Mutual options granted between shareholders

5. Option Trigger Events: Definition of death and other circumstances triggering options

6. Exercise of Options: Procedures and timeframes for exercising options

7. Purchase Price: Share valuation methodology and determination process

8. Payment Terms: Timeline and method of payment for purchased shares

9. Completion Requirements: Documentation and processes for completing the transfer

10. Funding Arrangements: Life insurance and other funding mechanisms

11. Representations and Warranties: Standard shareholding and capacity warranties

12. General Provisions: Standard legal clauses including notices, amendments, governing law

Optional Sections

1. Different Share Classes: Required when company has multiple share classes with different rights

2. Disability Provisions: Optional trigger event for permanent disability of shareholders

3. Installment Payments: When purchase price can be paid in installments

4. Tag-Along Rights: Additional protection for minority shareholders

5. Drag-Along Rights: Mechanism for forcing minority shareholders to join in sale

6. External Financing: Provisions for bank or third-party financing of purchase

7. Family Trust Provisions: Special provisions for shares held in family trusts

8. Corporate Shareholder Provisions: Special provisions for corporate shareholders

Suggested Schedules

1. Schedule A - Current Shareholdings: Details of current share ownership and share classes

2. Schedule B - Share Valuation Formula: Detailed methodology for calculating share value

3. Schedule C - Life Insurance Details: Specifications of insurance policies funding the agreement

4. Schedule D - Form of Transfer Notice: Template for notice of intention to transfer shares

5. Schedule E - Deed of Adherence: Template for new shareholders joining the agreement

6. Schedule F - Company Information: Key company details and corporate structure

7. Schedule G - Completion Checklist: List of requirements for completing share transfer

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

Professional Services

Manufacturing

Technology

Retail

Real Estate

Family Business

Healthcare

Construction

Consulting

Agriculture

Mining

Energy

Transportation

Financial Services

Relevant Teams

Legal

Corporate Secretariat

Finance

Executive Leadership

Board of Directors

Risk Management

Corporate Governance

Compliance

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Corporate Secretary

General Counsel

Legal Counsel

Corporate Lawyer

Estate Planning Lawyer

Business Owner

Managing Director

Company Director

Shareholder

Board Member

Financial Controller

Corporate Governance Officer

Risk 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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