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Family Business Shareholders Agreement Template for South Africa

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Key Requirements PROMPT example:

Family Business Shareholders Agreement

"Need a Family Business Shareholders Agreement for our third-generation manufacturing company with 200 employees, planning to transfer leadership to the fourth generation by March 2025, including provisions for both active and passive family shareholders and B-BBEE compliance requirements."

Document background
The Family Business Shareholders Agreement is a vital document for South African family-owned businesses seeking to establish clear governance structures and maintain harmony between family members while ensuring business continuity. It should be implemented when a family business has multiple shareholders from the family or is planning for succession to the next generation. The agreement addresses specific requirements under South African law, including the Companies Act 71 of 2008, while incorporating provisions for share transfers, voting rights, dividend policies, and dispute resolution mechanisms. It also considers unique aspects of the South African business environment, such as B-BBEE compliance requirements and local corporate governance standards. The document typically includes detailed provisions for protecting both majority and minority shareholders' interests, establishing clear succession planning frameworks, and maintaining the family's vision and values while allowing for professional management and growth of the business.
Suggested Sections

1. Parties: Identification of all shareholders and the company, including their full legal names and addresses

2. Background: History of the family business, current ownership structure, and purpose of the agreement

3. Definitions and Interpretation: Detailed definitions of key terms used throughout the agreement and interpretation rules

4. Share Capital and Shareholders: Details of share classes, rights attached to shares, and current shareholding structure

5. Management and Control: Board composition, appointment of directors, voting rights, and decision-making processes

6. Shareholders' Meetings: Procedures for calling and conducting shareholders' meetings, voting requirements

7. Transfer of Shares: Restrictions on share transfers, right of first refusal, tag-along and drag-along rights

8. Succession Planning: Rules for generational transfer of shares, leadership succession, and entry/exit of family members

9. Dividend Policy: Framework for declaration and distribution of dividends, reinvestment policies

10. Employment of Family Members: Conditions and policies for family members' employment in the business

11. Dispute Resolution: Procedures for resolving conflicts between family members and shareholders

12. Confidentiality: Obligations regarding business and family information confidentiality

13. Duration and Termination: Term of the agreement and circumstances under which it can be terminated

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

Optional Sections

1. Family Council: Structure and role of a family council in governance, used when the family wants formal separation between family and business matters

2. Family Trust Provisions: Specific provisions relating to family trusts as shareholders, needed when trust structures are used

3. B-BBEE Compliance: Provisions ensuring compliance with B-BBEE requirements, necessary for businesses requiring specific B-BBEE levels

4. Intellectual Property: Provisions dealing with family business IP rights, important for businesses with significant IP assets

5. Non-Competition: Restrictions on shareholders competing with the business, useful for protecting business interests

6. Family Member Loans: Terms for loans between family members and the business, needed when internal financing is common

7. External Investment: Procedures for accepting external investors, relevant for businesses planning external capital raising

8. Family Values and Mission: Statement of family values and business mission, useful for maintaining family culture

Suggested Schedules

1. Schedule 1: Current Shareholding: Detailed breakdown of current share ownership and share classes

2. Schedule 2: Reserved Matters: List of decisions requiring special majority or unanimous consent

3. Schedule 3: Share Valuation Methods: Agreed methods for valuing shares for transfer purposes

4. Schedule 4: Family Employment Policy: Detailed policies regarding employment of family members

5. Schedule 5: Deed of Adherence: Template for new shareholders to sign up to the agreement

6. Schedule 6: Family Constitution: Family governance rules and principles

7. Schedule 7: Board Composition: Current board structure and representation rights

8. Appendix A: Family Business Organizational Chart: Current management and ownership structure diagram

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


















































Clauses



































Relevant Industries

Retail

Manufacturing

Agriculture

Professional Services

Construction

Hospitality

Real Estate

Mining

Technology

Healthcare

Transportation

Education

Food and Beverage

Automotive

Wholesale Distribution

Relevant Teams

Legal

Corporate Governance

Board of Directors

Executive Management

Family Office

Company Secretariat

Compliance

Risk Management

Finance

Strategic Planning

Relevant Roles

CEO

Managing Director

Company Secretary

Chief Financial Officer

Family Office Manager

Board Director

Chairman

Legal Counsel

Corporate Governance Officer

Succession Planning Manager

Family Council Chair

Business Development Director

Chief Operations Officer

Compliance Officer

Risk Manager

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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