(English) SHAREHOLDERS' AGREEMENT: Concept + Process + Samples & Templates + Online Cloud Automation Digital Tools

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Everything you need to know about Shareholders Agreement.

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Webinar Outline

Introduction

Why is there a need for Shareholders’ Agreement?
  • Situations that are not covered by the Companies Act 2016 and the Constitution
  • Who needs a shareholders’ agreement?
    • Joint Venture
    • Start-up companies that use crowdfunding
    • Business run by long-time friends and business partners
    • shareholders who want to make additional provisions without involving other shareholders

Who are the parties to the Shareholders’ Agreement?
  • Shareholders? Incoming shareholders? Company?

What are the Common Clauses in a Shareholders’ Agreement?
  • Preamble
  • Purpose
  • Capital
  • Role of each party
  • Warranties
  • Board representation
  • Common direction
  • Reserved matters
  • Conflict resolution
  • Arbitration
  • Transfer of shares restrictions
  • Pre-emption rights
    • Right to subscribe to all future issues
    • Right of first look
    • Right of first refusal
    • Right of last refusal
  • Valuation of shares
  • Drag-along and tag-along clause
  • Obligation of incoming parties
  • Finance and accounting function
  • Borrowing policy
  • Dividend policy
  • Non-competition
  • Default and termination
  • Force majeure
  • Confidentiality
  • Exercise of voting rights
  • Amicable settlement
  • Notices
  • Good faith
  • Legal and professional costs
  • Governing law
  • Severability
  • Miscellaneous

The differences between Companies Act 2016, Constitution and Shareholders’ Agreement
  • Companies Act 2016
    • Who does it govern?
    • What does it cover?
    • Is it mandatory?
  • Constitution
    • Who does it govern?
    • What does it cover?
    • Is it mandatory?
    • Relationship with CA 2016/SHA
  • Shareholders’ Agreement
    • Who does it govern?
    • What does it cover?
    • Is it mandatory?
    • Relationship with CA 2016/Constitution

Sample & Templates

  • Sample 01: Shareholder Agreement (Crowd Funding)
  • Tag Along / Drag Along
  • Sample 02: Shareholder Agreement (Joint Venture)
  • Sample 03: Shareholder Agreement (Joint Venture - Specialist)

Digitalization for Professionals: How To Customize Own Interactive Checklist, Cloud Document Tracking & Management System: Shareholders' Agreement

  • Merge Cells
  • Date Data Validation
  • Duration change (DAYS360 Function)
  • Data Validation - List from a range (Dropdown List)
  • Dependent Dropdown List
  • INDIRECT Function
  • Agreement Stage change, % Change (IF Function)
  • % Change, Colour Change (Conditional Formatting - Colour Scale)
  • Cell if empty, Colour Change (Conditional Formatting - Single Colour)
  • Count Total Agreement (COUNTA Function)
  • Count number of specific agreement (COUNTIF Function)
  • Total Value (SUM Function)

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