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Shareholder Exit Agreement

Shareholder Exit Agreement Template for New Zealand

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Key Requirements PROMPT example:

Shareholder Exit Agreement

"I need a Shareholder Exit Agreement for a retiring founder who holds 35% of company shares and wants to transfer them to existing shareholders by March 2025, with payment to be made in three installments over 18 months."

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Document background
The Shareholder Exit Agreement is a crucial document used when a shareholder wishes to sell their shares and exit a company in New Zealand. This agreement is particularly important in private companies where share transfers need to be carefully managed to maintain company stability and protect all stakeholders' interests. The document is structured to comply with New Zealand corporate law, particularly the Companies Act 1993, and includes essential provisions for share valuation, transfer mechanics, warranties, and post-exit obligations. It's commonly used in scenarios such as retirement of founding members, strategic exits, dispute resolutions, or when a shareholder wishes to pursue other opportunities. The agreement ensures a smooth transition by clearly defining the rights and obligations of all parties, addressing potential areas of conflict, and establishing a framework for the efficient execution of the exit process.
Suggested Sections

1. Parties: Identification of all parties to the agreement including the exiting shareholder(s), remaining shareholders, and the company

2. Background: Context of the agreement, including current shareholding structure and reason for exit

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Sale and Purchase of Shares: Core terms of the share transfer, including number of shares, price, and payment terms

5. Completion: Details of when and how the transfer will be completed, including necessary actions and documentation

6. Purchase Price and Payment: Detailed provisions on consideration, payment method, and timing

7. Warranties and Representations: Standard warranties from both seller and purchaser regarding capacity, ownership, and share status

8. Confidentiality: Obligations regarding confidential information and company secrets

9. Restrictive Covenants: Non-compete and non-solicitation provisions for the exiting shareholder

10. Release and Discharge: Mutual release of claims and obligations post-completion

11. General Provisions: Standard boilerplate clauses including notices, entire agreement, and governing law

Optional Sections

1. Staged Exit Provisions: Used when the exit is to occur in multiple stages over time

2. Continuing Directors Duties: Required if the exiting shareholder is also a director and will retain that position

3. Employee/Contractor Arrangements: Needed if the exiting shareholder has employment or contractor relationships with the company

4. Intellectual Property Rights: Important when the exiting shareholder has been involved in IP development

5. Outstanding Loans and Debts: Required if there are any shareholder loans or other financial obligations to be addressed

6. Tax Indemnities: Specific tax-related provisions if there are complex tax implications

7. Dispute Resolution: Detailed dispute resolution procedures beyond standard court jurisdiction

Suggested Schedules

1. Share Details: Details of shares being transferred including share numbers, classes, and certificates

2. Purchase Price Calculation: Formula or methodology for share valuation if not a fixed sum

3. Completion Obligations: Detailed list of actions and documents required at completion

4. Company Information: Key company details including structure, subsidiaries, and material contracts

5. Required Consents: List of third-party consents needed for the transfer

6. Outstanding Claims: Details of any ongoing legal claims or potential liabilities

7. Board Resolutions: Pro-forma board resolutions required to effect the transfer

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
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Technology

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Finance

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Compliance

Board of Directors

Executive Leadership

Shareholder Relations

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Chief Executive Officer

Managing Director

Company Secretary

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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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