A Shareholder Separation Agreement is essential when a shareholder wishes to exit a company or when existing shareholders agree to part ways. This document, governed by South African law, particularly the Companies Act 71 of 2008, provides a structured framework for managing the separation process. It is commonly used in situations involving disagreements between shareholders, strategic restructuring, retirement of founding members, or when a shareholder wishes to pursue other interests. The agreement comprehensively addresses share valuation, transfer mechanics, payment terms, tax implications, and ongoing obligations of all parties. It includes crucial provisions for maintaining business continuity while protecting both the departing shareholder's and the company's interests through appropriate confidentiality and non-compete clauses. The document must comply with South African corporate law requirements and often requires consideration of B-BBEE implications.
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Your data doesn't train Genie's AI
You keep IP ownership聽of your docs
1. Parties: Identification of all parties to the agreement, including the separating shareholder(s), remaining shareholders, and the company
2. Background: Context of the shareholding relationship and reasons for separation
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Share Transfer Terms: Core terms of the separation including share transfer mechanism, pricing, and payment terms
5. Purchase Price and Payment: Detailed terms of consideration, payment structure, and timing
6. Conditions Precedent: Any conditions that must be met before the agreement becomes effective
7. Completion Mechanics: Step-by-step process for implementing the separation
8. Warranties and Representations: Standard and specific warranties from all parties
9. Confidentiality: Obligations regarding confidential information and company secrets
10. Resignation from Positions: Terms of resignation from director/officer positions if applicable
11. Release and Discharge: Mutual release from future claims and obligations
12. Tax Matters: Treatment of tax implications and responsibilities
13. Non-Compete and Non-Solicitation: Restrictions on future competitive activities
14. Dispute Resolution: Process for handling disputes
15. General Provisions: Standard boilerplate clauses including notices, entire agreement, governing law
1. Earn-Out Provisions: Include when part of the purchase price is contingent on future performance
2. Intellectual Property Rights: Include when the separating shareholder has been involved in IP development
3. Continuing Obligations: Include when the separating shareholder will maintain certain roles or responsibilities
4. Employee Matters: Include when the separating shareholder has employment relationships to address
5. Customer and Supplier Relationships: Include when the separating shareholder has key business relationships to transition
6. Share Option Treatment: Include when dealing with unvested options or other share schemes
7. Transitional Services: Include when the separating shareholder needs to provide temporary ongoing services
1. Schedule 1 - Share Details: Details of shares being transferred including share certificates and class rights
2. Schedule 2 - Valuation Methodology: Agreed method for share valuation and calculations
3. Schedule 3 - Payment Schedule: Detailed payment terms and installment schedule if applicable
4. Schedule 4 - Company Assets and Liabilities: Current financial position of the company
5. Schedule 5 - Completion Actions: Checklist of actions required for completion
6. Schedule 6 - Resignations and Releases: Forms of resignation letters and mutual releases
7. Appendix A - Board Resolutions: Required company resolutions to effect the separation
8. Appendix B - Share Transfer Forms: Pro forma share transfer documentation
Find the exact document you need
Restaurant Shareholder Agreement
A South African law-governed agreement defining shareholder rights, responsibilities, and relationships in a restaurant business.
Download
Minority Protection Rights Shareholders Agreement
South African legal agreement establishing protective rights and mechanisms for minority shareholders, ensuring their interests are safeguarded within corporate governance structures.
Download
Single Shareholder Agreement
A South African law-governed agreement establishing the legal framework between a company and its sole shareholder, outlining rights, responsibilities, and operational parameters.
Download
Pre Emption Rights In Shareholders Agreement
A South African law-compliant agreement establishing shareholders' pre-emptive rights to purchase shares before they can be offered to external parties.
Download
Shareholder Indemnification Agreement
A South African law-governed agreement establishing terms for shareholder indemnification against specified losses and liabilities.
Download
Shareholder Dissolution Agreement
A South African law-governed agreement detailing the terms and process for dissolving shareholder relationships within a company.
Download
Shareholder Representative Agreement
A South African law-governed agreement appointing and regulating the powers of a shareholder representative to act on behalf of shareholders in corporate matters.
Download
Shareholder Confidentiality Agreement
A South African law-governed agreement establishing confidentiality obligations between a company and its shareholders to protect sensitive company information.
Download
Private Company Shareholder Agreement
A South African law-governed agreement that defines and regulates the relationship between shareholders in a private company, establishing their rights and obligations.
Download
Shareholder Separation Agreement
A South African law-governed agreement facilitating the exit of a shareholder from a company, including share transfer terms and post-separation obligations.
Download
New Shareholder Agreement
A South African law-governed agreement establishing rights, obligations, and relationships between company shareholders, including governance and share transfer provisions.
Download
Shareholder Release Agreement
A South African law-governed agreement documenting the release of rights and obligations between a departing shareholder and a company.
Download
Silent Shareholder Agreement
A South African law-governed agreement establishing terms for a silent shareholder's investment, including profit sharing rights and management limitations.
Download
Shareholder Redemption Agreement
A South African law-governed agreement establishing terms for company share redemption from existing shareholders, aligned with local corporate regulations.
Download
Shareholder Contract
A South African law-governed agreement that defines and regulates the relationship between company shareholders, their rights, and obligations.
Download
Unanimous Shareholder Agreement
A South African law-governed agreement establishing comprehensive rights and obligations between all shareholders and their company, requiring unanimous shareholder approval.
Download
Shareholder Settlement Agreement
A South African law-governed agreement that documents the settlement of disputes or arrangements between company shareholders, structured under the Companies Act 71 of 2008.
Download
Family Business Shareholders Agreement
A South African law-governed agreement that regulates shareholding and governance arrangements between family members in a family-owned business.
Download
Small Business Shareholder Agreement
A South African law-governed agreement that establishes rights, obligations, and relationships between shareholders in a small business context.
Download
Shareholders Agreement Transfer Of Shares
A South African law-governed agreement detailing the terms and procedures for transferring company shares between shareholders, ensuring regulatory compliance and protecting all parties' interests.
Download
Shareholder Buy Sell Agreement
A South African law-governed agreement that regulates the buying and selling of company shares between shareholders under predetermined conditions and circumstances.
Download
Proxy Shareholder Agreement
A South African law-governed agreement authorizing a proxy holder to exercise shareholder voting rights and other specified powers on behalf of a principal shareholder.
Download
Shareholders Agreement For Private Limited Company
A South African law-governed agreement establishing rights and obligations between shareholders in a private limited company, aligned with the Companies Act 71 of 2008.
Download
Shareholder Support Agreement
A South African law-governed agreement defining terms and conditions for shareholder support commitments to a company, including financial and operational assistance provisions.
Download
Founder Shareholder Agreement
A South African law-governed agreement establishing rights and obligations between company founders and their business entity.
Download
Share Subscription And Shareholders Agreement
A South African law-governed agreement combining share subscription terms with ongoing shareholder arrangements, establishing rights, obligations, and governance framework between company stakeholders.
Download
Partnership Shareholder Agreement
A South African law-governed agreement establishing rights and obligations between partnership shareholders, including ownership, management, and operational frameworks.
Download
Startup Shareholder Agreement
A South African law-governed agreement establishing rights and obligations between startup shareholders, including governance structure and share ownership rules.
Download
Shareholder Buyout Agreement
South African law-governed agreement for the purchase of shares from existing shareholder(s), compliant with local corporate and tax legislation.
Download
Shareholder Subscription Agreement
A South African law-governed agreement detailing terms and conditions for new share subscriptions in a company, including share details, price, and parties' rights and obligations.
Download
Shareholder Transfer Agreement
A South African law-governed agreement documenting the transfer of company shares between shareholders, including terms, conditions, and regulatory compliance requirements.
Download
Shareholder Purchase Agreement
A South African law-governed agreement documenting the terms and conditions for the purchase and sale of shares in a company, including price, warranties, and completion requirements.
Download
Sales Of Shares Agreement
A South African law-governed agreement documenting the sale and purchase of company shares, including transaction terms, warranties, and regulatory compliance requirements.
Download
Nominee Shareholder Agreement
South African law-governed agreement establishing terms for nominee shareholding arrangements, defining rights and obligations of nominee shareholders and beneficial owners.
Download
骋别苍颈别鈥檚 Security Promise
Genie is the safest place to draft. Here鈥檚 how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; 骋别苍颈别鈥檚 AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)