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Simple Shareholder Agreement Template for Canada

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Key Requirements PROMPT example:

Simple Shareholder Agreement

"I need a Simple Shareholder Agreement for my new tech startup with three founding shareholders, including provisions for future investors and a vesting schedule for shares starting January 2025."

Document background
A Simple Shareholder Agreement is essential for any Canadian corporation with multiple shareholders, whether newly formed or existing. This document should be implemented when establishing a corporation or when new shareholders join an existing business. It serves as a foundational document that outlines the relationship between shareholders, protecting both majority and minority interests while ensuring smooth corporate governance. The agreement must comply with Canadian federal laws, particularly the Canada Business Corporations Act, and relevant provincial legislation. It typically includes provisions for share transfers, voting rights, management participation, dispute resolution, and exit mechanisms. The document's "simple" nature makes it particularly suitable for small to medium-sized businesses with straightforward ownership structures, while still providing comprehensive shareholder protection.
Suggested Sections

1. Parties: Identification of all shareholders and the corporation as parties to the agreement

2. Background: Context of the agreement, including corporation details and purpose of the agreement

3. Definitions: Key terms used throughout the agreement

4. Share Ownership: Current share structure and ownership details

5. Share Transfer Restrictions: Rules governing the transfer of shares, including right of first refusal

6. Management and Decision Making: Governance structure and voting rights

7. Shareholders' Meetings: Procedures for calling and conducting shareholder meetings

8. Directors: Appointment and removal of directors

9. Dispute Resolution: Process for resolving conflicts between shareholders

10. Confidentiality: Protection of company and shareholder confidential information

11. Term and Termination: Duration of agreement and circumstances for termination

12. General Provisions: Standard boilerplate clauses including notices, amendments, and governing law

Optional Sections

1. Drag-Along Rights: Used when majority shareholders want the right to force minority shareholders to join in the sale of the company

2. Tag-Along Rights: Used to protect minority shareholders by allowing them to join in the sale of shares by majority shareholders

3. Pre-emptive Rights: Include when shareholders should have the right to maintain their percentage ownership by participating in new share issuances

4. Non-Competition and Non-Solicitation: Include when shareholders should be restricted from competing or soliciting employees/customers

5. Death and Disability Provisions: Include provisions for share transfer upon death or disability of shareholders

6. Dividend Policy: Include when specific dividend distribution rules need to be established

7. Share Valuation Method: Include when a specific method for valuing shares needs to be established for various transfer scenarios

Suggested Schedules

1. Schedule A - Current Share Ownership: Detailed breakdown of current shareholdings and share classes

2. Schedule B - Share Transfer Form: Standard form for executing share transfers

3. Schedule C - Deed of Adherence: Form for new shareholders to sign agreeing to be bound by the agreement

4. Schedule D - Reserved Matters: List of decisions requiring special majority or unanimous approval

5. Schedule E - Company Information: Corporate details including registration number, registered office, and directors

6. Appendix 1 - Share Valuation Rules: Detailed methodology for share valuation

7. Appendix 2 - Meeting Procedures: Detailed procedures for shareholder and director meetings

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions































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Relevant Industries

Technology

Manufacturing

Professional Services

Retail

Real Estate

Healthcare

Financial Services

Media and Entertainment

Agriculture

Construction

Education

Energy

Transportation and Logistics

Relevant Teams

Legal

Corporate Governance

Executive Leadership

Board of Directors

Compliance

Administrative

Corporate Affairs

Investment Relations

Finance

Business Development

Relevant Roles

CEO

CFO

Company Secretary

Corporate Lawyer

Legal Counsel

Board Director

Managing Director

Business Owner

Compliance Officer

Corporate Governance Manager

Legal Administrator

Shareholder Relations Manager

Investment Manager

Business Development Director

Industries





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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