Shareholder Redemption Agreement Template for Germany

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

4.6 / 5
4.8 / 5

Let's create your Shareholder Redemption 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:

Shareholder Redemption Agreement

"I need a Shareholder Redemption Agreement for our German GmbH to repurchase 25% of shares from a retiring founder, valued at €2.5 million, with the transaction to be completed by March 2025."

Document background
The Shareholder Redemption Agreement is a crucial document used when a company decides to buy back its shares from an existing shareholder under German law. This document is typically required in scenarios such as shareholder exits, corporate restructuring, or strategic ownership realignment. It must comply with strict German corporate law requirements, including those set forth in the Aktiengesetz or GmbH-Gesetz, depending on the company type. The agreement covers essential elements such as share valuation methodology, payment structures, tax considerations, and necessary corporate approvals. It's particularly important in private companies where share transfers need to be carefully documented and executed according to German legal standards. The document serves as both a legal record of the transaction and a framework for implementing the redemption process, ensuring all parties' rights and obligations are clearly defined and protected.
Suggested Sections

1. Parties: Identification of the company and the selling shareholder(s)

2. Background: Context of the redemption, including company structure and reason for redemption

3. Definitions: Definitions of key terms used throughout the agreement

4. Subject Matter of Redemption: Detailed description of shares to be redeemed, including class, number, and nominal value

5. Purchase Price: Specification of redemption price and valuation method used

6. Payment Terms: Terms and mechanics of payment, including timing and method

7. Conditions Precedent: Conditions that must be met before redemption can proceed

8. Closing: Process and requirements for completing the redemption

9. Representations and Warranties: Statements of fact by both parties regarding their capacity and authority

10. Tax Matters: Allocation of tax liabilities and responsibilities

11. Confidentiality: Obligations regarding confidential information

12. Notices: Process for formal communications between parties

13. Governing Law and Jurisdiction: Specification of German law application and jurisdiction

14. General Provisions: Standard boilerplate clauses including severability and amendments

Optional Sections

1. Installment Payment Terms: Detailed terms for payment in installments, used when full payment is not made at closing

2. Third Party Rights: Provisions dealing with any existing third-party rights affecting the shares

3. Non-Competition: Restrictions on selling shareholder's future business activities, if applicable

4. Continuing Obligations: Ongoing obligations of the selling shareholder post-redemption

5. Employee Matters: Provisions regarding employment relationship if seller is also an employee

6. Earn-out Provisions: Structure for additional payments based on future performance, if applicable

7. Security Arrangements: Details of any security provided for deferred payments

8. Dispute Resolution: Alternative dispute resolution procedures, if preferred over court proceedings

Suggested Schedules

1. Share Certificate Details: Copies or details of share certificates being redeemed

2. Valuation Report: Independent valuation report or agreed calculation method

3. Corporate Approvals: Copies of board and shareholder resolutions approving redemption

4. Payment Schedule: Detailed schedule of payments if made in installments

5. Company Financial Statements: Relevant financial statements used for valuation

6. Tax Clearance Certificates: Required tax clearances from relevant authorities

7. Existing Shareholder Rights: Documentation of any existing shareholder agreements or rights

8. Transfer Documents: Forms and documents required for share transfer under German law

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

Financial Services

Technology

Manufacturing

Professional Services

Real Estate

Healthcare

Retail

Construction

Energy

Telecommunications

Media

Transportation

Agriculture

Education

Hospitality

Relevant Teams

Legal

Finance

Corporate Secretariat

Tax

Compliance

Corporate Governance

Treasury

Shareholder Relations

Board Secretariat

Executive Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Corporate Secretary

Legal Director

Finance Director

Corporate Lawyer

Financial Controller

Tax Manager

Company Director

Board Member

Compliance Officer

Corporate Governance Officer

Shareholder Relations Manager

Investment Manager

Managing Director

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

Find the exact document you need

Universal Shareholders Agreement

A German law-governed shareholders agreement establishing comprehensive frameworks for shareholder rights, corporate governance, and ownership structures.

find out more

Standard Shareholders Agreement

A German law-governed agreement establishing rights, obligations, and relationships between company shareholders, aligned with German corporate regulations.

find out more

Corporation Shareholder Agreement

A German law-governed agreement establishing rights, obligations, and relationships between shareholders in a corporation (AG), aligned with Aktiengesetz requirements.

find out more

Share Allocation Agreement

A German law-governed agreement detailing the terms and conditions for allocating company shares to specified recipients, ensuring compliance with German corporate regulations.

find out more

Share Redemption Agreement

A German law-governed agreement for the repurchase of shares by a company from its shareholder(s), compliant with the Aktiengesetz and related legislation.

find out more

Company Shareholder Agreement

A German law-governed agreement establishing rights and obligations between company shareholders, compliant with German corporate law requirements.

find out more

Venture Capital Shareholders Agreement

German law-governed agreement establishing rights and obligations between venture capital investors, shareholders, and the company, incorporating both German corporate law requirements and VC market standards.

find out more

Shareholder Separation Agreement

A German law-governed agreement detailing the terms and processes for separating shareholders from a company, including share transfers and post-separation obligations.

find out more

New Shareholder Agreement

A German law-governed agreement establishing rights and obligations between company shareholders, compliant with GmbH-Gesetz or Aktiengesetz requirements.

find out more

Directors Agreement

A German law-governed agreement establishing the terms and conditions of a director's appointment, including duties, remuneration, and obligations.

find out more

Shareholder Withdrawal Agreement

A German law-governed agreement detailing the terms and conditions for a shareholder's withdrawal from a company, including share transfer and compensation arrangements.

find out more

Shareholder Release Agreement

A German law-governed agreement that documents the release of shareholder rights, obligations, and claims against a company and/or other shareholders.

find out more

Shareholder Management Agreement

A German law-governed agreement establishing shareholder rights, obligations, and corporate governance framework for company management.

find out more

Shareholder Termination Agreement

A German law-governed agreement that documents the terms and conditions for a shareholder's exit from a company, including share transfer and mutual obligations.

find out more

Shareholder Redemption Agreement

A German law-governed agreement detailing the terms and process for a company's repurchase of shares from an existing shareholder.

find out more

Shareholder Contract

A German law-governed agreement establishing rights and obligations between company shareholders, compliant with German corporate law requirements.

find out more

Minority Shareholder Agreement

German law agreement establishing minority shareholder rights and protections in a GmbH or AG, including voting, information, and anti-dilution provisions.

find out more

Shareholders Agreement Transfer Of Shares

A German law-governed agreement documenting the transfer of company shares and establishing terms for ongoing shareholder relationships.

find out more

Stakeholders Agreement

A German law-governed agreement establishing rights, obligations, and relationships between company stakeholders, aligned with German corporate legislation.

find out more

Proxy Shareholder Agreement

A German law-governed agreement establishing proxy voting arrangements between shareholders and their designated representatives, compliant with the Aktiengesetz.

find out more

Shareholders Agreement For Private Limited Company

A German law-governed agreement that regulates shareholder relationships and corporate governance in a GmbH (German Private Limited Company).

find out more

Shareholder Support Agreement

A German law-governed agreement establishing shareholder commitments to support specific corporate actions, including voting obligations and transfer restrictions.

find out more

Entrusted Shareholding Agreement

A German law agreement establishing an arrangement where one party holds and manages shares on behalf of another party, defining their respective rights and obligations.

find out more

Partnership Shareholder Agreement

A German law-governed agreement establishing rights and obligations between business partners/shareholders, including ownership, management, and operational provisions.

find out more

Startup Shareholder Agreement

A German law-governed agreement establishing rights and obligations between startup shareholders, including ownership, governance, and exit provisions.

find out more

Share Contribution Agreement

A German law-governed agreement documenting the contribution of shares from one entity to another, typically used in corporate restructurings and investments.

find out more

Shareholder Transfer Agreement

A German law-governed agreement for the transfer of company shares between parties, requiring notarization and compliance with German corporate regulations.

find out more

Sales Of Shares Agreement

German law-governed agreement for the sale and transfer of company shares, outlining terms, conditions, and completion mechanics.

find out more

Nominee Shareholder Agreement

German law-governed agreement establishing the terms under which a nominee shareholder holds and manages shares on behalf of a beneficial owner.

find out more

Amended And Restated Shareholders Agreement

A German law-governed agreement that updates and restates the existing arrangements between shareholders, establishing revised rights and obligations.

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.