Shareholders Agreement Transfer Of Shares Template for Hong Kong

1. Tag-Along Rights: Used when minority shareholders need protection to sell alongside majority shareholders

2. Drag-Along Rights: Used when majority shareholders need power to force minorities to join in a sale

3. Put and Call Options: Include when shareholders want rights to force purchase/sale in specific circumstances

4. Non-Competition and Non-Solicitation: Include for shareholders who are also involved in business operations

5. Dead-Lock Resolution: Important for 50-50 joint ventures or where equal shareholding exists

6. IPO Rights: Include if there's potential for future public listing

7. Employee Share Schemes: Relevant if company has or plans to implement employee share options

8. Permitted Transfers: Include if certain transfers (e.g., to family members) should be exempt from restrictions

1. Schedule 1: Details of the Company: Company registration details, registered office, directors, etc.

2. Schedule 2: Share Capital and Shareholders: Detailed breakdown of shareholding structure

3. Schedule 3: Deed of Adherence: Form for new shareholders to sign up to the agreement

4. Schedule 4: Reserved Matters: Detailed list of matters requiring special approval

5. Schedule 5: Transfer Notice: Form of notice for transferring shares

6. Schedule 6: Fair Value Calculation: Methodology for determining share value

7. Schedule 7: Completion Requirements: Detailed list of documents required for share transfer

8. Appendix A: Board Resolution Template: Template for approving share transfers

9. Appendix B: Share Certificate Form: Template for new share certificates