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LLC Shareholder Agreement

LLC Shareholder Agreement Template for Singapore

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Key Requirements PROMPT example:

LLC Shareholder Agreement

"I need an LLC Shareholder Agreement for my Singapore tech startup with four founding shareholders, including provisions for future employee share options and strong protection for minority shareholders."

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What is a LLC Shareholder Agreement?

An LLC Shareholder Agreement is essential when establishing or restructuring a Private Limited Company in Singapore. This document is typically used when multiple shareholders are involved and there's a need to clearly define their rights, responsibilities, and relationships. It addresses crucial aspects such as share transfers, voting rights, dividend policies, and exit mechanisms, while ensuring compliance with Singapore's corporate regulatory framework. The agreement is particularly important for protecting minority shareholders and maintaining clear corporate governance structures.

What sections should be included in a LLC Shareholder Agreement?

1. Parties: Identification of all shareholders and the company

2. Background: Context of the agreement and company formation

3. Definitions: Key terms used tHRoughout the agreement

4. Share Capital and Shareholders: Details of shareholding structure and classes of shares

5. Management and Decision Making: Governance structure and voting rights

6. Transfer of Shares: Rules and restrictions on share transfers

7. Dividend Policy: Framework for dividend declarations and distributions

8. Termination: Circumstances and procedures for agreement termination

What sections are optional to include in a LLC Shareholder Agreement?

1. Tag-Along Rights: Minority shareholder protection provisions allowing them 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 Clauses: Restrictions on shareholders engaging in competitive business activities

4. Employee Share Options: Framework for implementation of employee share option schemes

What schedules should be included in a LLC Shareholder Agreement?

1. Schedule 1 - Share Capital Structure: Detailed breakdown of shareholding percentages and share classes

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

3. Schedule 3 - Share Valuation Methodology: Agreed method for valuing shares in various transfer scenarios

4. Schedule 4 - Company Constitution: Copy of the company's constitution or articles of association

5. Schedule 5 - Deed of Adherence: Template document for new shareholders joining the agreement

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

alex.den.21@genieai.co
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Industries

Companies Act (Cap. 50): Primary legislation governing company formation, operation, and governance in Singapore. Sets out fundamental rules for shareholding, directors' duties, and corporate structure.

Securities and Futures Act (Cap. 289): Regulates securities trading, shareholding matters, and financial market operations in Singapore. Relevant for share transfer provisions and security interests.

ACRA Regulations: Accounting and Corporate Regulatory Authority guidelines governing corporate compliance, filing requirements, and regulatory oversight for Singapore companies.

SGX Regulations: Singapore Exchange rules applicable if the company is listed or planning to list, covering disclosure requirements and trading regulations.

Competition Act (Cap. 50B): Laws governing anti-competitive behavior, relevant for restrictions on share transfers and business operations agreements between shareholders.

Companies (Amendment) Act 2014: Updates to corporate governance requirements, including enhanced regulatory framework and compliance obligations for Singapore companies.

Personal Data Protection Act 2012: Regulations on collection, use, and disclosure of personal data, affecting how shareholder information must be handled and protected.

Income Tax Act: Tax legislation affecting dividend distributions, share transfers, and other shareholder-related financial transactions in Singapore.

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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