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Small Business Shareholder Agreement

Small Business Shareholder Agreement Template for United States

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Key Requirements PROMPT example:

Small Business Shareholder Agreement

"I need a Small Business Shareholder Agreement for my tech startup with three co-founders, incorporating specific provisions for share vesting over four years and a clear exit strategy in case any founder wants to leave by January 2025."

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Document background
The Small Business Shareholder Agreement is a crucial document for any U.S. small business with multiple shareholders. It serves as a governing framework that outlines how the company's ownership is structured and managed, preventing potential disputes and providing clear procedures for various scenarios such as share transfers, exits, or conflicts. This agreement is particularly important in the U.S. context where both federal and state laws impact corporate governance, and it helps ensure compliance with relevant securities regulations while protecting shareholder interests.
Suggested Sections

1. Parties: Identification of all shareholders and the company

2. Background: Context of the agreement and purpose

3. Definitions: Key terms used throughout the agreement

4. Share Ownership and Capital Structure: Details of share classes, ownership percentages, and capital contributions

5. Management and Voting Rights: Decision-making processes and voting thresholds

6. Transfer Restrictions: Rules regarding the sale or transfer of shares

7. Exit Provisions: Procedures for shareholder exit, including death or incapacity

8. Dispute Resolution: Process for resolving conflicts between shareholders

Optional Sections

1. Tag-Along Rights: Rights of minority shareholders to join in sale of majority shares

2. Drag-Along Rights: Rights of majority shareholders to force minority to join in sale

3. Non-Compete Provisions: Restrictions on competitive activities by shareholders

4. Dividend Policy: Rules for distribution of profits and dividend payments

Suggested Schedules

1. Schedule A - Share Registry: Current shareholding details including share classes and numbers

2. Schedule B - Valuation Methodology: Agreed method for valuing shares for transfers or exits

3. Schedule C - Company Details: Corporate information including registration numbers and registered address

4. Schedule D - Initial Business Plan: Company's initial business strategy and objectives

5. Appendix 1 - Share Transfer Form: Standard form for documenting share transfers

6. Appendix 2 - Board Resolution Template: Standard format for recording board decisions

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
Clauses






























Industries

Securities Acts (1933 & 1934): Federal laws governing registration requirements, disclosure obligations, and anti-fraud provisions for securities transactions

Internal Revenue Code: Federal tax regulations affecting share transfers, S-Corporation requirements, and partnership taxation rules

SBA Regulations: Small Business Administration regulations regarding size standards, compliance requirements, and loan-related obligations

State Corporation Laws: State-specific laws governing incorporation requirements, shareholder rights, and corporate governance rules

Blue Sky Laws: State securities laws covering registration requirements, disclosure obligations, and investment restrictions

Uniform Commercial Code (UCC): Particularly Article 8 concerning investment securities, share transfers, and security interests

Buy-Sell Provisions: State-specific regulations regarding right of first refusal, valuation methods, and transfer restrictions

Corporate Bylaws Compliance: Requirements for alignment with existing corporate documents and state-specific corporate governance standards

State Contract Laws: State-specific requirements for contract enforceability, consideration rules, and statute of frauds

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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