A 50/50 Shareholder Agreement is essential when two parties hold equal shares in a company governed by English and Welsh law. This document becomes particularly crucial as it provides a framework for managing potential deadlock situations and ensuring smooth business operations. The agreement typically includes provisions for decision-making, dispute resolution, share transfers, and exit strategies. It should be implemented at the company's formation or when the shareholding structure becomes equally split between two parties. The agreement helps prevent business paralysis and provides clear mechanisms for resolving disputes that may arise between the equal shareholders.
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1. Parties: Identification and details of the shareholders entering the agreement
2. Background: Context of the agreement and company information
3. Definitions: Key terms used throughout the agreement
4. Share Ownership: Details of shareholding structure and share classes
5. Management and Decision Making: Procedures for company management and voting rights
6. Transfer of Shares: Rules and restrictions on share transfers
7. Deadlock Resolution: Procedures for resolving 50/50 shareholder disputes
1. Non-Compete Provisions: Restrictions on competitive activities - use when shareholders may have competing business interests
2. Dividend Policy: Agreement on distribution of profits - use when specific dividend arrangements are required
3. Exit Provisions: Procedures for shareholder exit - use when specific exit mechanisms are needed
4. Tag-Along/Drag-Along Rights: Rights regarding sale to third parties - use when future sale possibilities need to be addressed
1. Share Certificate: Copy of share certificates or share register
2. Company Information: Details of company registration and structure
3. Business Plan: Initial business plan and strategy
4. Valuation Methodology: Agreed methods for share valuation
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