All Countries
Corporate Governance
Private Equity Shareholders Agreement

Private Equity Shareholders Agreement Template for United Arab Emirates

Create a bespoke document in minutes,  or upload and review your own.

4.6 / 5
4.8 / 5

Let's create your Private Equity Shareholders Agreement

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Get your first 2 documents free

Your data doesn't train Genie's AI

You keep IP ownership of your information

Key Requirements PROMPT example:

Private Equity Shareholders Agreement

"I need a Private Equity Shareholders Agreement for a UAE technology company where a foreign PE firm is acquiring 35% stake, with specific provisions for founder vesting and a planned IPO exit by March 2025."

Celebrated by
Collaborations with
Investors
Document background
The Private Equity Shareholders Agreement is a crucial document used in the UAE when private equity investors acquire shares in a company alongside other shareholders. It is particularly relevant in the context of the UAE's growing private equity market and must comply with UAE Federal Law No. 32 of 2021 and other relevant regulations. The agreement typically covers corporate governance, share transfer restrictions, exit rights, anti-dilution provisions, and minority shareholder protections. It needs to balance international private equity market standards with local UAE legal requirements, including considerations for foreign ownership restrictions, free zone regulations if applicable, and local corporate governance standards. The document is essential for protecting investor rights while ensuring smooth company operations and clear exit pathways.
Suggested Sections

1. Parties: Identification of all shareholders, the company, and any other relevant parties to the agreement

2. Background: Context of the investment, company history, and purpose of the agreement

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

4. Completion and Conditions Precedent: Requirements for completing the investment and any conditions that must be met

5. Capital Structure and Shares: Details of share classes, rights, and capital structure of the company

6. Corporate Governance: Board composition, appointment rights, voting mechanisms, and management structure

7. Shareholder Reserved Matters: List of decisions requiring special shareholder approval or consensus

8. Information Rights: Shareholders' rights to company information, financial reports, and access to records

9. Share Transfer Restrictions: Limitations and procedures for transferring shares

10. Exit Rights and Obligations: Provisions for IPO, trade sale, drag-along and tag-along rights

11. Anti-dilution and Pre-emption Rights: Protection against dilution and rights in new share issuances

12. Confidentiality: Obligations regarding confidential information and trade secrets

13. Non-Competition and Non-Solicitation: Restrictions on competitive activities and employee solicitation

14. Term and Termination: Duration of the agreement and circumstances for termination

15. Governing Law and Dispute Resolution: Choice of UAE law and dispute resolution mechanisms

Optional Sections

1. Founder Obligations: Specific commitments and obligations of founders, used when founders remain actively involved

2. Management Incentive Plan: Details of any share option or incentive scheme, included when management incentivization is part of the deal

3. Strategic Investor Rights: Special rights for strategic investors, included when strategic rather than purely financial investors are involved

4. Shareholder Loans: Terms of any shareholder financing, included when shareholders are providing debt financing

5. Islamic Finance Compliance: Specific provisions ensuring Shariah compliance, included when required by investors or local context

6. Free Zone Specific Provisions: Additional provisions required for free zone companies, included when company is in DIFC, ADGM, or other free zones

7. Environmental, Social and Governance (ESG): ESG-related obligations and reporting, included when required by institutional investors

8. Foreign Ownership Provisions: Specific structures to comply with UAE foreign ownership rules, included when foreign investors are involved

Suggested Schedules

1. Share Capital and Shareholding Structure: Detailed breakdown of share ownership and share classes

2. Form of Deed of Adherence: Template for new shareholders joining the agreement

3. Reserved Matters List: Comprehensive list of matters requiring special approval

4. Business Plan: Initial business plan and strategy of the company

5. Management Service Agreements: Terms of engagement for key management

6. Articles of Association: Company's constitutional documents aligned with the shareholders agreement

7. Anti-Money Laundering Procedures: AML compliance procedures as required by UAE law

8. Tag and Drag Procedures: Detailed procedures for implementing tag-along and drag-along rights

9. Valuation Methodology: Agreed methods for company valuation in various scenarios

10. Completion Requirements: Detailed list of completion deliverables and requirements

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Agreed Form
Anti-Dilution Rights
Articles of Association
Bad Leaver
Board
Business
Business Day
Business Plan
Call Option
Change of Control
Completion
Completion Date
Confidential Information
Connected Person
Control
Deed of Adherence
Directors
Drag-Along Notice
Drag-Along Right
Encumbrance
Event of Default
Exit
Fair Market Value
Financial Year
First Completion
Good Leaver
Group
Holding Company
Independent Director
Initial Business Plan
Investment Amount
IPO
IRR
Islamic Finance Provisions
Key Management
Local Sponsor
Lock-up Period
Management Shares
Material Adverse Change
New Securities
Ordinary Shares
Parent Company
Permitted Transferee
Preference Shares
Pre-emption Rights
Principal Shareholders
Put Option
Qualified IPO
Reserved Matters
Restricted Territory
ROFO
ROFR
Shareholder Loan
Shareholders
Subscription Price
Subsidiary
Tag-Along Notice
Tag-Along Right
Transfer
UAE
Valuation
Warranties
Clauses
Share Capital and Structure
Completion Mechanics
Board Composition
Board Meetings
Shareholder Meetings
Reserved Matters
Management Rights
Information Rights
Pre-emption Rights
Share Transfer Restrictions
Tag-Along Rights
Drag-Along Rights
Anti-Dilution Protection
Exit Rights
IPO Rights
Put Option Rights
Call Option Rights
Non-Competition
Non-Solicitation
Confidentiality
Dividend Policy
Deadlock Resolution
Default
Islamic Finance Compliance
Foreign Ownership Compliance
Management Incentives
Founder Obligations
Financial Matters
Business Plan
Representations and Warranties
Share Valuation
Dispute Resolution
Governing Law
Assignment
Notices
Costs
Severability
Entire Agreement
Force Majeure
Amendment
Termination
Relevant Industries

Technology

Healthcare

Real Estate

Financial Services

E-commerce

Manufacturing

Logistics

Education

Retail

Consumer Goods

Energy

Infrastructure

Media and Entertainment

Food and Beverage

Professional Services

Relevant Teams

Legal

Corporate Finance

Investment

Compliance

Board of Directors

Executive Management

Corporate Development

Company Secretariat

Risk Management

Strategy

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Legal Director

Investment Director

Private Equity Partner

Managing Director

Corporate Lawyer

Investment Manager

Compliance Officer

Board Director

Company Secretary

Investment Associate

Deal Principal

Transaction Manager

Chief Legal Officer

Chief Investment Officer

Corporate Development Director

Industries
UAE Federal Law No. 32 of 2021 (Commercial Companies Law): Primary legislation governing companies in the UAE, including provisions on shareholding structures, corporate governance, and shareholder rights and obligations
UAE Civil Code (Federal Law No. 5 of 1985): Fundamental law governing contractual relationships, including general principles of contract formation, validity, and enforcement
UAE Federal Decree-Law No. 19 of 2018 (FDI Law): Regulates foreign direct investment and ownership limits in UAE companies, crucial for determining permissible ownership structures
UAE Federal Law No. 4 of 2000 (Capital Markets Law): Relevant for potential exit strategies, particularly if considering future IPO or public trading of shares
UAE Competition Law (Federal Law No. 4 of 2012): Important for considering any anti-competition implications of shareholder arrangements and business operations
UAE Bankruptcy Law (Federal Decree-Law No. 9 of 2016): Relevant for provisions relating to insolvency, business rescue, and shareholder rights in distress scenarios
DIFC/ADGM Regulations: If the company is established in either free zone, their specific companies regulations and shareholder protection provisions would apply
UAE Federal Law No. 2 of 2015 (Anti-Discrimination Law): Relevant for ensuring shareholder rights and corporate governance provisions do not discriminate unfairly
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

Find the exact document you need

Share Allocation Agreement

A UAE-compliant agreement governing the issuance and allocation of company shares to shareholders, structured according to UAE Companies Law.

find out more

Limited Company Shareholder Agreement

UAE-governed shareholder agreement establishing rights and obligations between shareholders in a limited liability company, compliant with UAE Commercial Companies Law.

find out more

Unitholder Agreement

UAE-governed agreement establishing rights and obligations between investment fund unitholders and fund manager, compliant with UAE Federal Law and SCA regulations.

find out more

Shareholder Resignation Agreement

A UAE-compliant agreement governing a shareholder's formal exit from a company, including share transfer terms and mutual obligations under UAE law.

find out more

Preference Share Agreement

UAE-governed agreement establishing terms for preference share issuance and shareholder rights under UAE Commercial Companies Law.

find out more

Shareholder Control Agreement

A UAE law-governed agreement establishing rights and obligations between company shareholders, ensuring compliance with local regulations while protecting shareholder interests.

find out more

Shareholders Agreement Contract

A UAE-governed agreement defining shareholders' rights, obligations, and relationships in a UAE-registered company.

find out more

Shareholder Indemnification Agreement

UAE-governed agreement establishing shareholder indemnification terms and obligations under UAE Federal Law No. 32 of 2021.

find out more

Share Redemption Agreement

UAE-governed agreement documenting terms and conditions for a company's redemption of shares from existing shareholders, ensuring compliance with UAE Commercial Companies Law.

find out more

Company Shareholder Agreement

UAE-governed agreement establishing rights and obligations between company shareholders, compliant with UAE Commercial Companies Law and local regulations.

find out more

Venture Capital Shareholders Agreement

A UAE law-governed agreement establishing rights and obligations between venture capital investors, founders, and shareholders, including investment terms, governance, and exit provisions.

find out more

Shareholder Separation Agreement

UAE-governed agreement outlining terms and conditions for a shareholder's exit from a company, including share transfer and post-separation obligations.

find out more

50 50 Shareholder Agreement

UAE-governed agreement establishing rights and obligations between two equal (50-50) shareholders, including governance and deadlock resolution mechanisms.

find out more

Shareholder Operating Agreement

UAE-governed agreement establishing shareholder rights, obligations, and company operational framework under UAE Commercial Companies Law and Sharia principles.

find out more

New Shareholder Agreement

UAE-governed Shareholders Agreement establishing rights and obligations between company shareholders, compliant with UAE Commercial Companies Law.

find out more

Shareholder Withdrawal Agreement

UAE-governed agreement documenting a shareholder's withdrawal from a company, including share transfer terms and post-withdrawal obligations.

find out more

Shareholder Management Agreement

UAE-governed agreement establishing shareholder rights, obligations, and management framework in compliance with UAE Commercial Companies Law.

find out more

Silent Shareholder Agreement

UAE-compliant agreement establishing terms and conditions for a silent partnership arrangement, including investment terms and profit-sharing mechanisms.

find out more

Shareholder Termination Agreement

UAE-compliant agreement governing the exit of a shareholder from a company, including share transfer terms and mutual releases.

find out more

Share Purchase Agreement And Shareholders Agreement

UAE-governed agreement combining share sale provisions with ongoing shareholder arrangements, ensuring compliant transfer of ownership and future corporate governance.

find out more

Private Equity Shareholders Agreement

UAE-governed shareholders agreement establishing rights and obligations between private equity investors and other shareholders, aligned with UAE commercial law and market practice.

find out more

Minority Shareholder Agreement

UAE-governed agreement establishing minority shareholder rights and protections, including voting, representation, and exit provisions.

find out more

Family Business Shareholders Agreement

UAE-governed agreement establishing ownership, governance, and succession framework for family businesses, aligned with UAE Family Business Law.

find out more

Small Business Shareholder Agreement

UAE-governed shareholder agreement defining rights and obligations between small business shareholders, compliant with local commercial law.

find out more

Shareholders Agreement Transfer Of Shares

UAE-governed agreement documenting share transfer between shareholders, including terms, conditions, and regulatory compliance requirements.

find out more

Stakeholders Agreement

UAE-governed agreement defining rights, obligations, and relationships between company stakeholders, compliant with UAE Companies Law.

find out more

Director Shareholder Agreement

UAE-governed agreement defining the relationship between directors and shareholders, including rights, obligations and governance structure under UAE law.

find out more

Proxy Shareholder Agreement

UAE-governed agreement establishing nominee shareholder arrangements and beneficial ownership rights, compliant with UAE Commercial Companies Law.

find out more

LLC Shareholder Agreement

UAE-governed agreement establishing rights and obligations between LLC shareholders, compliant with Federal Law No. 32 of 2021.

find out more

Shareholders Agreement For Private Limited Company

UAE-governed agreement defining rights and obligations between shareholders in a private limited company, ensuring compliance with local commercial law.

find out more

Shareholder Support Agreement

UAE-governed agreement defining shareholders' commitments to provide financial or operational support to a company, aligned with UAE Commercial Companies Law.

find out more

Founder Shareholder Agreement

UAE-governed agreement establishing rights and obligations between founding shareholders of a company, aligned with UAE commercial law requirements.

find out more

Entrusted Shareholding Agreement

A UAE-governed agreement establishing a trust arrangement where one party holds shares on behalf of another, compliant with UAE Federal laws and regulations.

find out more

Partnership Shareholder Agreement

UAE-governed agreement establishing rights and obligations between business partners and shareholders, aligned with UAE Federal Law No. 32 of 2021.

find out more

Share Contribution Agreement

UAE-governed agreement documenting the contribution of shares from contributor(s) to a receiving entity, ensuring regulatory compliance and protecting parties' interests.

find out more

Employee Shareholder Agreement

UAE-governed agreement establishing terms for employee share ownership, including vesting conditions, rights, and exit provisions.

find out more

Shareholder Subscription Agreement

UAE-governed agreement documenting terms for share subscription in a company, including price, quantity, and compliance with local regulations.

find out more

Shareholder Investment Agreement

UAE-governed agreement establishing investment terms, shareholder rights, and corporate governance structure for company investments.

find out more

Shareholder Transfer Agreement

UAE-governed agreement documenting the transfer of shares between shareholders, ensuring compliance with local commercial law and regulations.

find out more

Joint Venture And Shareholders Agreement

UAE-governed agreement establishing terms and conditions for joint venture partnership and shareholder relationships in a UAE company.

find out more

Nominee Shareholder Agreement

UAE-governed agreement establishing terms for nominee shareholding arrangements, defining rights and obligations between nominee shareholders and beneficial owners.

find out more

Sales Of Shares Agreement

UAE-governed agreement for the sale and purchase of company shares, detailing transaction terms and ensuring regulatory compliance.

find out more

Amended And Restated Shareholders Agreement

UAE-governed agreement that amends and restates existing shareholders' arrangements, updating rights and obligations between company shareholders.

find out more

Download our whitepaper on the future of AI in Legal

By providing your email address you are consenting to our Privacy Notice.
Thank you for downloading our whitepaper. This should arrive in your inbox shortly. In the meantime, why not jump straight to a section that interests you here: https://www.genieai.co/our-research
Oops! Something went wrong while submitting the form.

Genie’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; Genie’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

Our bank-grade security infrastructure undergoes regular external audits

We are ISO27001 certified, so your data is secure

Organizational security

You retain IP ownership of your documents

You have full control over your data and who gets to see it

Innovation in privacy:

Genie partnered with the Computational Privacy Department at Imperial College London

Together, we ran a £1 million research project on privacy and anonymity in legal contracts

Want to know more?

Visit our Trust Centre for more details and real-time security updates.

Read our Privacy Policy.