Customized Shareholders Agreements


If you have drafted the document please attached here to upload to our server.

Identify the Corporation:


State of   

Shareholder Structure

Shareholders may transfer Shares to family members without "triggering" the right of first refusal which is otherwise applicable to voluntary transfers [ but if there is a buy-out of Shares of a Shareholder, the family members also must sell their Shares]

if a Shareholder wishes to sell Shares, ALL of his Shares must be offered (under the right of first refusal)

if Shares are offered, ALL of the offered Shares (not just some of them) must be purchased [ and if all Shares are not purchased, the Corporation must be liquidated, rather than merely permitting the Shares to be sold to third parties]

the Agreement is to prohibit voluntary transfers before a specific date - date:

When a Shareholder dies:
his Shares will be purchased AND life insurance to pay for the Shares is to be maintained
his Shares will be purchased (but no insurance is required)
Agreement is to be silent

If a Shareholder becomes totally disabled:
his Shares will be purchased AND disability insurance to pay for the Shares is to be maintained
his Shares will be purchased (but no insurance is required)
Agreement is to be silent

Is the Agreement to provide for:
"stock redemption" (Corporation has the first election to purchase the Shares)
"cross-purchase" (other Shareholders have the first election)

Shares are to be sold if a Shareholder
retires from employment by the Corporation
is terminated FOR CAUSE
such sale is to be required, rather than being merely an option to purchase

Shareholders are to covenant not to compete with the Corporation after cessation of employment
For how many years:
Area or restriction:

if Shares are to be purchased, purchaser may pay in installments evidenced by a Note (rather than all cash)
How many monthly installments: Any minimum amount for each installment: $ Rate of interest: %
Percent of price as cash down payment: %

RE the purchase price

The purchase price of each Share is to be based on:

book value

fair value based on the assets and liabilities of the Corporation, to be stipulated annually or determined by appraisal
( good will is to be taken into account, whether or not carried on the books)

stipulate present value of each Share:  $

stipulate minimum future value of each Share:  $

disputes are to be resolved by arbitration - city:

the Corporation is NOT to issue new stock unless it is subject to the Agreement

there are Shareholders who are NOT going to execute the Agreement

Identify the Shareholders who ARE to be parties to the Agreement.  [If a spouse is to waive dower, courtesy or similar rights, enter the spouse's name.  If a Shareholder is a corporation or partnership AND buy-outs are to occur upon the death of disability of a principal of such entity, enter the name of the principal.]

Name of Shareholder #1:  

Street Address:  

City , State ZIP:   Phone Number

male   female  -  Signing spouse:  

corporation   partnership   LLC  -  Principal:  


Name of Shareholder #2:  

Street Address:  

City , State ZIP:   Phone Number

male   female  -  Signing spouse:  

corporation   partnership   LLC  -  Principal:  


Name of Shareholder #3:  

Street Address:  

City , State ZIP:   Phone Number

male   female  -  Signing spouse:  

corporation   partnership   LLC  -  Principal:  



Name of Shareholder #4:  

Street Address:  

City , State ZIP:   Phone Number

male   female  -  Signing spouse:  

corporation   partnership   LLC  -  Principal:  



Name of Shareholder #5:  

Street Address:  

City , State ZIP:   Phone Number

male   female  -  Signing spouse:  

corporation   partnership   LLC  -  Principal:  



Name of Shareholder #6:  

Street Address:  

City , State ZIP:   Phone Number

male   female  -  Signing spouse:  

corporation   partnership   LLC  -  Principal:  



Name of Shareholder #7:  

Street Address:  

City , State ZIP:   Phone Number

male   female  -  Signing spouse:  

corporation   partnership   LLC  -  Principal:  



Name of Shareholder #1:  

Street Address:  

City , State ZIP:   Phone Number

male   female  -  Signing spouse:  

corporation   partnership   LLC  -  Principal:  



Name of Shareholder #9:  

Street Address:  

City , State ZIP:   Phone Number

male   female  -  Signing spouse:  

corporation   partnership   LLC  -  Principal:  

(upload any additional Shareholders on a separate sheet)


prepare acknowledgments to the Agreement

the Corporation is to sign the Agreement  [ prepare Minutes of Board of Directors Meeting authorizing execution]

the issuance of new stock is to be prohibited

new stock may be issue, but it first must be offered to the Shareholders in proportion to their interests

the Agreement is to recite who shall be the directors and officers

Name of Directors:  


Name of Director #1:  


Name of Director #2:  


Name of Director #3:  


Name of Director #4:  


Name of Director #5:  


Name of Director #6:  


Name of Director #7:  


Name of Director #8:  


Name of Director #9:  


[Identify any additional Directors on a separate sheet]


Name of President:  


Vice President:  


2nd Vice President:  


3rd Vice President:  


4th Vice President:  


5th Vice President:  


Name of Secretary:  

Assistant Secretary:  


2nd Assistant Secretary:  


3rd Assistant Secretary:  


Name of Treasurer:  


Assistant Treasurer:  


2nd Assistant Treasurer:  


3rd Assistant Treasurer:  



if a Shareholder who is a director or officer sells his Shares (or ceases to be a principal of an entity which is a Shareholder) the Shareholder must resign as a director and officer


a Subchapter S election is to be filed


"major act" (e.g., large loans) are to require unanimous Board approval

Date of Agreement:  

the restrictions of the Agreement are to terminate on a specific date - Date: