LLC Shareholder Agreement Template for Australia

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Key Requirements PROMPT example:

LLC Shareholder Agreement

"I need an LLC Shareholder Agreement for my Australian technology startup with three founding shareholders (equal ownership) and provisions for future investor shareholders, including tag-along rights and a detailed process for issuing new shares."

Document background
The LLC Shareholder Agreement is a fundamental document used when establishing or updating the governance structure of a private company in Australia. It is particularly important when there are multiple shareholders with different levels of investment or involvement in the company's operations. This agreement sets out the relationships between shareholders, their rights and obligations, and provides mechanisms for managing the company's affairs in compliance with Australian corporate law. The document typically becomes relevant during company formation, when new shareholders join, or when existing arrangements need to be formalized or updated. It addresses critical aspects such as share transfers, decision-making processes, dispute resolution, and exit mechanisms, while ensuring alignment with the Corporations Act 2001 and other relevant Australian legislation.
Suggested Sections

1. Parties: Identifies all shareholders and the company as parties to the agreement

2. Background: Sets out the context of the agreement, company details, and purpose

3. Definitions and Interpretation: Defines key terms and establishes interpretation rules for the agreement

4. Company Constitution: Establishes relationship between this agreement and the company constitution

5. Share Capital and Classes: Details of share structure, classes, and rights attached to shares

6. Shareholders' Rights and Obligations: Core rights and obligations of shareholders including voting rights

7. Board of Directors: Composition, appointment, removal, and powers of the board

8. Shareholder Meetings: Procedures for calling and conducting shareholder meetings

9. Decision Making: Requirements for passing resolutions and making key decisions

10. Transfer of Shares: Rules and restrictions regarding share transfers, including pre-emptive rights

11. Issue of New Shares: Process and restrictions for issuing new shares

12. Dividend Policy: Framework for determining and distributing dividends

13. Management and Operations: Day-to-day management responsibilities and operational procedures

14. Financial Matters: Financial reporting, records, and audit requirements

15. Confidentiality: Obligations regarding company and shareholder confidential information

16. Dispute Resolution: Procedures for resolving disputes between shareholders

17. Term and Termination: Duration of agreement and circumstances for termination

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

Optional Sections

1. Tag-Along and Drag-Along Rights: Include when shareholders want protection in case of sale to third parties or need mechanisms for forcing minority shareholders to join in a sale

2. Put and Call Options: Include when shareholders want specific rights to force purchase or sale of shares in certain circumstances

3. Non-Compete and Non-Solicitation: Include when protection against competition from shareholders is required

4. Intellectual Property Rights: Include when the company has significant IP assets or shareholders contribute IP

5. Dead-Lock Resolution: Include for companies with equal shareholding to resolve decision-making deadlocks

6. Management Shareholders: Include when some shareholders are also employees/managers with special rights/obligations

7. Business Plan and Budget: Include when shareholders want formal input into business planning and budgeting

8. Exit Strategy: Include when shareholders want predetermined mechanisms for company sale or IPO

9. Nominee Directors: Include when major shareholders have rights to appoint nominee directors

Suggested Schedules

1. Schedule 1: Details of Shareholders: List of all shareholders with their shareholding details and contact information

2. Schedule 2: Share Capital Structure: Detailed breakdown of share classes, numbers, and nominal values

3. Schedule 3: Reserved Matters: List of decisions requiring special majority or unanimous approval

4. Schedule 4: Tag and Drag Along Procedures: Detailed procedures for implementing tag-along and drag-along rights

5. Schedule 5: Deed of Accession: Template for new shareholders to agree to be bound by the agreement

6. Schedule 6: Fair Value Calculation: Methodology for calculating share values for transfers or exits

7. Schedule 7: Business Plan: Initial business plan and format for future plans

8. Appendix A: Company Constitution: Copy of the current company constitution

9. Appendix B: Board Charter: Detailed guidelines for board operations and governance

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

Relevant legal definitions
Clauses
Relevant Industries

Technology

Manufacturing

Professional Services

Retail

Healthcare

Real Estate

Financial Services

Construction

Mining

Agriculture

Media and Entertainment

Education

Transport and Logistics

Hospitality

Relevant Teams

Legal

Corporate Governance

Board of Directors

Executive Leadership

Finance

Compliance

Risk Management

Corporate Affairs

Investment Relations

Company Secretariat

Relevant Roles

Chief Executive Officer

Company Secretary

Chief Financial Officer

Corporate Lawyer

Legal Counsel

Board Director

Managing Director

Chief Operating Officer

Company Director

Corporate Governance Manager

Compliance Officer

Risk Manager

Investment Manager

Business Development Director

Shareholder Relations 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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