An LLC Shareholders' Agreement is essential when establishing or formalizing relationships between shareholders in a limited liability company under English and Welsh law. This document becomes particularly important when multiple shareholders are involved, or when specific arrangements regarding company management, share transfers, or decision-making processes need to be established. The agreement typically includes provisions for share dealings, voting rights, dividend policies, and exit strategies, providing clarity and protection for all parties involved while ensuring compliance with UK company law.
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1. Parties: Identification and details of all shareholders and the company
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Share Capital and Shareholders: Details of shareholding structure and classes of shares
5. Management and Decision Making: Governance structure and decision-making processes
6. Transfer of Shares: Rules and restrictions on share transfers
7. Dividend Policy: Agreement on distribution of profits
8. Confidentiality: Provisions protecting company information
1. Tag Along Rights: Minority shareholder protection provisions allowing them to join in sale of shares on same terms as majority shareholders
2. Drag Along Rights: Majority shareholder rights to force minority shareholders to join in sale of shares
3. Non-Compete Provisions: Restrictions on competitive activities by shareholders during and after their involvement
4. Good/Bad Leaver Provisions: Provisions determining share treatment when shareholders exit the company under different circumstances
1. Schedule 1: Details of the Company: Company registration details, share capital structure and other corporate information
2. Schedule 2: Initial Shareholders: List of shareholders and their initial shareholdings including share classes
3. Schedule 3: Reserved Matters: List of decisions requiring special majority or unanimous approval
4. Schedule 4: Share Valuation Methodology: Agreed method for valuing shares in transfer or exit scenarios
5. Appendix A: Form of Deed of Adherence: Template document for new shareholders to sign when joining the agreement
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