Ƶ

Pre Emption Rights In Shareholders Agreement for Singapore

Pre Emption Rights In Shareholders Agreement Template for Singapore

A Pre-Emption Rights In Shareholders Agreement under Singapore law establishes mechanisms giving existing shareholders priority rights to purchase shares before they can be sold to third parties or when new shares are issued. This document, governed by Singapore's Companies Act and common law principles, provides detailed procedures for share transfers, valuation methods, and timelines for exercising pre-emption rights. It serves as a crucial tool for maintaining control over company ownership and protecting shareholders' interests within Singapore's legal framework.

Your data doesn't train Genie's AI

You keep IP ownership of your information

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Download a Standard Template

4.6 / 5
4.8 / 5
Access for free
OR

Alternatively: Run an advanced review of an existing
Pre Emption Rights In Shareholders Agreement

Let Ƶ's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.

What is a Pre Emption Rights In Shareholders Agreement?

The Pre-Emption Rights In Shareholders Agreement is essential for companies seeking to maintain control over their ownership structure in Singapore. This document becomes particularly relevant when companies want to prevent unwanted third parties from acquiring shares or when existing shareholders wish to maintain their proportional ownership. The agreement, compliant with Singapore's legal framework, typically includes detailed mechanisms for share transfers, valuation methods, notice requirements, and completion procedures. It's commonly used in closely-held companies, family businesses, and startups where controlling ownership composition is crucial for business success and continuity.

What sections should be included in a Pre Emption Rights In Shareholders Agreement?

1. Parties: Identification of all shareholders and the company

2. Background: Context of the agreement and existing shareholding structure

3. Definitions: Key terms including 'Pre-emption Rights', 'Transfer Notice', 'Fair Value', etc.

4. Pre-emption Rights on Transfer: Core provisions regarding existing shareholders' right of first refusal when shares are proposed to be transferred

5. Pre-emption Rights on New Issues: Provisions regarding shareholders' rights to subscribe for new shares before they're offered to third parties

6. Valuation Mechanism: Process for determining the fair value of shares

7. Notice Requirements: Procedures for issuing and responding to transfer notices

8. Completion Requirements: Process and timeline for completing share transfers

What sections are optional to include in a Pre Emption Rights In Shareholders Agreement?

1. Tag-Along Rights: Rights of minority shareholders to join in sale of majority stake

2. Drag-Along Rights: Rights of majority shareholders to force minorities to join in sale

3. Share Lock-up Period: Restriction on transfer of shares for specific period

4. Permitted Transfers: Exceptions to pre-emption rights for specific types of transfers (e.g., to family members)

What schedules should be included in a Pre Emption Rights In Shareholders Agreement?

1. Current Shareholding Structure: Details of existing shareholders and their shareholdings

2. Form of Transfer Notice: Template for shareholders to use when proposing to transfer shares

3. Deed of Adherence: Template for new shareholders to sign up to the agreement

4. Valuation Principles: Detailed methodology for share valuation

5. Exempt Transfers: List of pre-approved transfer scenarios exempt from pre-emption rights

Authors

Alex Denne

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

Jurisdiction

Singapore

Publisher

Ƶ

Cost

Free to use
Relevant legal definitions


































Clauses




























Industries

Companies Act (Cap. 50): Primary legislation governing company operations in Singapore, including sections on share transfers, restrictions, issuance, allotment, and shareholders' rights and obligations

Securities and Futures Act (Cap. 289): Legislation governing securities offerings, disclosure requirements, and transfer restrictions in Singapore

Constitutional Documents: Company's Constitution (formerly Articles of Association), existing shareholders' agreements, and any pre-emption rights provisions already in place

Contract Act (Cap. 53): Legislation governing general contract formation principles and enforceability requirements in Singapore

Common Law Principles: Legal precedents regarding pre-emption rights, fiduciary duties of directors, and minority shareholders' rights in Singapore

Competition Act (Cap. 50B): Legislation governing anti-competitive practices and merger control provisions that may affect shareholding arrangements

Stamp Duties Act: Legislation governing stamp duty requirements on share transfers and related documentation requirements

MAS Regulations: Regulatory requirements set by the Monetary Authority of Singapore that may affect shareholding structures and transfers

SGX Listing Rules: Singapore Exchange listing requirements and regulations (applicable for listed companies)

Foreign Ownership Restrictions: Any applicable restrictions on foreign ownership of shares in Singapore companies

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

Find the exact document you need

Simple Shareholder Agreement

A Singapore-law governed agreement defining rights and obligations between company shareholders, including share transfers and management decisions.

Download

Shareholder Resignation Agreement

A Singapore-law governed agreement facilitating a shareholder's formal withdrawal from company ownership and associated share transfers.

Download

Minority Protection Rights Shareholders Agreement

A Singapore law-governed agreement protecting minority shareholder rights through specific voting, representation, and information access provisions.

Download

Basic Shareholder Agreement

A Singapore-law governed agreement defining shareholders' rights, responsibilities, and company governance structure.

Download

Pre Emption Rights In Shareholders Agreement

A Singapore law-governed agreement establishing shareholders' priority rights to purchase company shares before they can be offered to third parties.

Download

Shareholder Indemnification Agreement

A Singapore-law governed agreement establishing indemnification obligations between shareholders and/or the company.

Download

Shareholder Dissolution Agreement

A Singapore law-governed agreement that formally documents the dissolution of a company and the termination of shareholder relationships.

Download

Shareholder Representative Agreement

A Singapore-law governed agreement appointing a representative to act on behalf of shareholders in corporate matters.

Download

Shareholder Confidentiality Agreement

A Singapore law-governed agreement protecting confidential information shared between a company and its shareholders.

Download

Shareholder Separation Agreement

A Singapore-law governed agreement documenting the terms of a shareholder's exit from a company through share transfer.

Download

Directors Agreement

A legally binding agreement under Singapore law that governs the appointment and terms of service for a company director.

Download

Shareholder Withdrawal Agreement

A Singapore-law governed agreement documenting the terms and process for a shareholder's withdrawal from a company.

Download

Shareholder Release Agreement

A Singapore-law governed agreement that facilitates the formal release of a shareholder's rights and interests in a company.

Download

Shareholder Termination Agreement

A Singapore-law governed agreement that formally documents a shareholder's exit from a company, including terms of departure and share transfer provisions.

Download

Shareholder Redemption Agreement

A Singapore law-governed agreement setting out terms for a company's redemption of shares from an existing shareholder.

Download

Shareholder Contract

A Singapore-law governed agreement defining shareholders' rights, obligations, and relationships within a company.

Download

Unanimous Shareholder Agreement

A binding agreement between all shareholders of a Singapore company establishing their rights, obligations, and governance framework.

Download

Family Business Shareholders Agreement

A Singapore-law governed agreement that regulates relationships between family shareholders and establishes rules for family business governance.

Download

Small Business Shareholder Agreement

A legally binding agreement under Singapore law that governs the relationship between shareholders in a small private limited company.

Download

Stakeholders Agreement

A Singapore-law governed agreement defining rights and obligations between company shareholders and establishing corporate governance framework.

Download

Proxy Shareholder Agreement

A Singapore-law governed agreement enabling shareholders to delegate voting rights to appointed proxies.

Download

Shareholders Agreement For Private Limited Company

A Singapore law-governed agreement defining shareholders' rights and obligations in a private limited company.

Download

Shareholder Support Agreement

A Singapore-law governed agreement documenting shareholders' commitments to support specific corporate actions or transactions.

Download

Non Compete Shareholders Agreement

A Singapore-law governed agreement restricting shareholders from competing with the company while maintaining compliance with local competition laws.

Download

Founder Shareholder Agreement

A Singapore-law governed agreement establishing rights and obligations between founding shareholders and their company.

Download

Entrusted Shareholding Agreement

A Singapore-law governed agreement establishing a trust arrangement for shareholding, where a nominee holds shares on behalf of a beneficial owner.

Download

Share Subscription And Shareholders Agreement

A Singapore law-governed agreement combining share subscription terms with shareholders' rights and obligations.

Download

Partnership Shareholder Agreement

A Singapore-law governed agreement defining rights and obligations between partnership shareholders, including ownership, management, and exit provisions.

Download

Startup Shareholder Agreement

A Singapore law-governed agreement defining shareholder rights, obligations, and relationships in a startup company.

Download

Shareholder Buyout Agreement

A Singapore law-governed agreement facilitating the transfer of shares between shareholders or back to the company.

Download

Shareholder Transfer Agreement

A Singapore law-governed agreement facilitating the transfer of shares between parties, outlining terms, conditions, and completion requirements.

Download

Shareholder Purchase Agreement

A Singapore law-governed agreement for the sale and purchase of shares in a company, detailing transfer terms and conditions.

Download

Nominee Shareholder Agreement

A Singapore law-governed agreement establishing the relationship between a nominee shareholder and beneficial owner of company shares.

Download

Sales Of Shares Agreement

A Singapore-law governed agreement for the sale and transfer of company shares between parties, complying with local corporate and securities regulations.

Download

Amended And Restated Shareholders Agreement

A Singapore law-governed agreement that updates and consolidates existing shareholders' arrangements into a single, comprehensive document.

Download
See more related templates

ұԾ’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; ұԾ’s 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