Restaurant Shareholder Agreement Template for New Zealand

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Key Requirements PROMPT example:

Restaurant Shareholder Agreement

"I need a Restaurant Shareholder Agreement for our family-owned business which is expanding to three locations in Auckland by March 2025, with provisions for future franchising and clear succession planning for the next generation."

Document background
The Restaurant Shareholder Agreement is essential for any restaurant business in New Zealand with multiple owners, whether they are active in the business operations or passive investors. This document is typically used when establishing a new restaurant venture or when restructuring ownership of an existing establishment. It provides a comprehensive framework for corporate governance, operational management, and dispute resolution, while addressing industry-specific considerations such as food service licenses, menu and recipe ownership, and restaurant premises arrangements. The agreement ensures compliance with New Zealand corporate law while protecting all shareholders' interests and maintaining clear operational guidelines for the restaurant business. It is particularly important for restaurants with chef-shareholders or family-owned establishments where roles and responsibilities need clear definition.
Suggested Sections

1. Parties: Identification of all shareholders and the company

2. Background: Context of the agreement, including restaurant concept and business structure

3. Definitions: Defined terms used throughout the agreement

4. Share Capital and Certificates: Details of share classes, rights, and share certificate provisions

5. Capital Contributions: Initial and ongoing capital requirements and procedures

6. Management and Decision Making: Governance structure, board composition, and decision-making processes

7. Shareholder Meetings: Procedures for shareholder meetings and voting rights

8. Business Operations: Key operational requirements specific to restaurant business

9. Financial Matters: Financial management, distributions, and dividend policy

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

11. Pre-emptive Rights: Shareholders' rights of first refusal on share transfers

12. Tag-Along and Drag-Along Rights: Rights in case of sale to third parties

13. Exit Provisions: Procedures for shareholder exit and business sale

14. Default Events: Consequences of shareholder default or breach

15. Dispute Resolution: Process for resolving disputes between shareholders

16. Confidentiality: Protection of company and business confidential information

17. General Provisions: Standard boilerplate clauses

Optional Sections

1. Intellectual Property: Protection of restaurant brand, recipes, and other IP if unique to the business

2. Multiple Locations: Provisions for operating multiple restaurant locations

3. Key Personnel: Requirements for key staff members and chef contracts

4. Non-Compete: Restrictions on competing restaurant businesses

5. Family Succession: Provisions for family-owned restaurants regarding succession

6. Franchise Provisions: If the restaurant is or may become a franchise

7. External Investors: Special provisions for non-operating investors

8. Property Ownership: If the company owns rather than leases premises

Suggested Schedules

1. Schedule 1: Share Capital Table: Detailed breakdown of shareholding and share classes

2. Schedule 2: Business Plan: Initial business plan and restaurant concept details

3. Schedule 3: Reserved Matters: Decisions requiring special majority or unanimous approval

4. Schedule 4: Property Details: Restaurant premises and lease information

5. Schedule 5: Operational Requirements: Key operational policies and standards

6. Schedule 6: Initial Capital Contributions: Details of shareholders' initial investments

7. Schedule 7: Share Valuation Methodology: Agreed method for valuing shares

8. Schedule 8: Key Contracts: Summary of material contracts and arrangements

9. Appendix A: Restaurant Licenses and Permits: Copies or details of required operational licenses

10. Appendix B: Management Structure: Organizational chart and management responsibilities

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

Food & Beverage

Hospitality

Restaurant Industry

Food Service

Retail

Commercial Real Estate

Small Business

Franchise

Relevant Teams

Legal

Operations

Finance

Management

Food & Beverage

Corporate Development

Compliance

Administration

Business Development

Relevant Roles

Restaurant Owner

Managing Director

Chief Executive Officer

Head Chef

Restaurant Manager

Operations Director

Chief Financial Officer

Corporate Lawyer

Legal Counsel

Company Secretary

Business Development Manager

Franchise Manager

Investment Manager

Restaurant Consultant

Food and Beverage 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

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