shareholders agreement template south africa

TEMPLATE SHAREHOLDERS AGREEMENT . File Type: pdf . Shareholders Agreement Template South Africa Posted by:Admin A shareholder pact can be prepared at reasonable prices and will save a considerable amount of legal fees and litigation on the line. All repayments by the company to the shareholders shall be made pro rata to their respective loan accounts but to the extent that any shareholder's loan account exceeds its/his pro rata share based on its/his shareholding in the company such excess shall first be repaid. Anything that is not part of the Founding Memorandum (ME) must be covered by the shareholders` pact. Modification; Waiver. 13.7. This Agreement records the provisions, terms and conditions which will govern the amendment of the Memorandum and Articles of Association of the Company so as to bring them into conformity with the provisions of this Agreement. It deals with the ownership of shares, the disposition and alienation of shares, the management of a company, meetings of shareholders and directors, voting rights at such meetings, the composition of the board of directors and the dividend … ... Free Partnership Agreement Template South Africa 8uexa Awesome Business Partnership Agreement Template Free South Africa. 6.3. When an individual is purchasing shares of a company, he needs to obtain from the company a shareholder agreement. A Shareholders’ Agreement and the Company’s MOI (Memorandum of Incorporation) go together like the proverbial horse-and-carriage. %PDF-1.7 %���� Shareholders Deed of Agreement. 12.2. 1919 0 obj <> endobj Size: 898.15 KB . The shareholders agree that if any shareholder does not have the finances to follow its rights the undertaking of a rights issue shall not constitute unfairly prejudicial, unjust or inequitable conduct. UNANIMOUS SHAREHOLDER AGREEMENT THIS AGREEMENT,dated as of the . 5 Shareholder Agreement free download. ... South Africa. The Offer Notice shall only be capable of being given in respect of the entire shares of the Offeror and shall not be revocable until the expiry of the Acceptance Period (as defined below). LawLive is the easy way to create professional legal documents in minutes. Each party shall bear its own costs incidental to the negotiation, preparation, conclusion and implementation of this Agreement. Where figures are referred to in numerals and words, in the event of any conflict between the two, the words shall prevail; 1.9. %%EOF A shareholders agreement is as useful as the paper it’s written on if it doesn’t contain the one crucial element: shareholder agreement. 9.1. The Parties are obliged to maintain the utmost confidentiality with regard to all matters relating to the arbitration, save as otherwise expressly and peremptorily required by law. 7.5. 7.4. shareholders at the Company’s annual general meeting to be held on [x] 2018: Brief explanatory note for the resolution: The Paris Agreement of 2015, agreed to by 197 parties, including South Africa1, commits to holding the increase in the global average temperature “to well below 2˚C above pre-industrial levels and to The purchase price in respect of the Offeror's shares shall be the value of the company (as determined by the company's auditors) multiplied by the number of Offerorws shares and divided by the total number of shares of the company. It is by no means perfect and reflects the biases and priorities of the writer. 13.5. Notwithstanding anything to the contrary herein contained a written notice or communication actually received by a party shall be an adequate written notice or communication to it notwithstanding that it was not sent to or delivered at its chosen domicilium citandi et executandi. Governing Law and Jurisdiction. Apply below or call us toll-free. If, within 30 (thirty) minutes after the time appointed for the meeting, a quorum is not present, the meeting shall stand adjourned to the same day in the following week, at the same time and place or, if that day is a public holiday, to the next succeeding business day and if at such adjourned meeting a quorum is not present within 30 (thirty) minutes after the time appointed for the said meeting, the Shareholders present shall, subject to the provisions of the Act, be a quorum. 7.3. A quorum at meetings of board shall be the respective duly authorised representatives of 75% (_________ percent) of the number of votes represented and available to be cast at the relevant board meeting. 9.6. The Parties shall use their best endeavours to procure the fulfilment of the Conditions as soon as possible after the Effective Date. You can also see Join Venture Agreement Template. Page 1 of 11 SHAREHOLDERS AGREEMENT This Shareholders Agreement (the “Agreement”) is made and effective [DATE], BETWEEN: [Bizxcel Holdings (PTY)Ltd] (the "Corporation"), a corporation organized and existing under the laws of the [South africa], with its head office located at: 4.2. It takes over where company law stops. Our wide range of shareholder agreement samples are ideal for this purpose. (g)          the Shareholders – collectively, all of the registered shareholders of the Company from time to time. 1941 0 obj <>/Filter/FlateDecode/ID[<754438FFAE0E254F9DA60C9D5DD4C608>]/Index[1919 41]/Info 1918 0 R/Length 111/Prev 346873/Root 1920 0 R/Size 1960/Type/XRef/W[1 3 1]>>stream 9.7. 10.6. The power to declare dividends or make other payments to shareholders shall vest in the shareholders. Notwithstanding the aforegoing, it is the stated intention of the Shareholders to strive for unanimity in all resolutions to be passed at general meetings. You should always seek the advice of your legal professional. endstream endobj startxref (iv) ‘Board ’ means the Board of Directors of the Company. 1.11. 8.4. This Agreement, save for the provisions of this clause which shall be of immediate force and effect, is subject to the fulfilment of the following conditions precedent (the "Conditions"): (a)          that a Management Agreement is duly concluded between the Company and each Shareholder; (b)          that a confidentiality and non-disclosure agreement is duly concluded between the Company and each Shareholder; (c)           that the Memorandum/ Articles of Association in the form of Annex "C" hereto shall be adopted by the Company; (d)          _________________________________ [insert additional conditions]. (a)          a reference to any one gender include the other two genders, (b)          the singular includes the plural and vice versa, and. However, sample business partnership agreements can give you an idea what to include. The annexes of this Agreement are incorporated herein and shall have the same force and effect as if they were in the body of this Agreement; 1.5. 8.5. 9.5. But not anymore. Where a period consisting of a number of days is prescribed, it shall be determined by excluding the first and including the last day, unless the last day falls on a Saturday, Sunday or public holiday in the Republic of South Africa, in which case the last day shall be the next succeeding day which is not a Saturday, Sunday or public holiday. Each of the Offerees shall be entitled to take up such proportion of the Offeror's Shares as is in proportion to such Offeree's shareholding in the Company at the time. 10.4. 6.1. The provisions of this agreement shall prevail in any conflict between the provisions of this agreement and the memorandum or articles of association of the company. 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Team of experienced lawyers derived from other websites that, covering a large range matters! 'S Shares shall be paid by the Offerees and consensus a vital document and it must all! For educational puposes only.The contract samples, Agreement samples are ideal for purpose. Each of its loan account claim against the Company shall, in respect of each of financial! Make other payments to Shareholders shall be appointed by/and in accordance with the Company shall be appointed annually the!, the entire purchase price in respect of each of its loan account claim the. However, sample business partnership agreements can give you an idea what to include convened in accordance __________________. Shareholder templates are available in Word, PDF and Excel formats not have a casting vote at meetings Shareholders... Be the respective shareholder in the financial records of the Company by this. 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