The Partnership Shareholder Agreement is essential when two or more individuals or entities come together to form a business where ownership is represented through shares. This document is particularly important in the United States, where it helps prevent future disputes by clearly defining ownership rights, management responsibilities, profit-sharing arrangements, and exit strategies. It combines elements of both partnership and corporate law, making it suitable for hybrid business structures where partners hold shares in the company. The agreement typically includes provisions for capital contributions, voting rights, transfer restrictions, and buyout procedures.
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1. Parties: Identifies all partners/shareholders and their contact details
2. Background: Context of the partnership and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Capital Contributions: Details of initial and ongoing capital contributions
5. Ownership Structure: Distribution of shares and ownership rights
6. Management and Control: Governance structure and decision-making processes
7. Profit and Loss Distribution: How profits and losses will be shared
8. Transfer Restrictions: Rules regarding the transfer of shares
1. Tag-Along Rights: Minority shareholder protection provisions that allow minority shareholders to join in the sale of shares on the same terms as majority shareholders
2. Drag-Along Rights: Provisions allowing majority shareholders to force minority shareholders to join in the sale of shares
3. Non-Compete Provisions: Restrictions on partners/shareholders engaging in competitive activities during and after their involvement
4. Intellectual Property Rights: Provisions governing ownership, use, and protection of intellectual property within the partnership
1. Schedule A - Initial Capital Contributions: Detailed breakdown of each partner's initial investment
2. Schedule B - Shareholder Information: Complete details of all shareholders and their shareholdings
3. Schedule C - Business Plan: Initial business plan and financial projections
4. Schedule D - Valuation Methodology: Agreed methods for valuing shares for various purposes
5. Appendix 1 - Board Resolution Template: Standard format for recording board decisions
6. Appendix 2 - Share Transfer Form: Standard form for executing share transfers
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