Shareholders Agreement printable pdf download

SHAREHOLDERS’ AGREEMENT

THIS AGREEMENT, made this ______ day of ______________, 20_____, by and between

[insert name of first Shareholder], (herein after referred to as “Shareholder A”), [insert name of

second Shareholder], (herein after referred to as “Shareholder B”), and [insert name of third

Shareholder] (herein referred to as “Shareholder C”).

WITNESSETH:

THAT WHEREAS, the parties are in the process of associating as the sole shareholders in a

Company to be known as XYZ, Inc (“Company”).

NOW, THEREFORE, in consideration of the mutual promises contained below, the parties agree

as follows:

1. General Manager. It is agreed that Shareholder A shall serve as general manager of the

Company under the direction and supervision of the Board of Directors overseeing and directing

the daily operations of the Company and performing such duties as shall be delegated to him by

the Board of Directors. In performing his duties, Shareholder A shall use his best efforts to

promote the interests of the Company and shall take no action to the detriment thereof.

2. Compensation. It is agreed that Shareholder A shall receive the sum of _______________

(US$________) monthly as gross salary for the services as general manager. Shareholder A

salary hereunder shall be accounted for as an item of operating expense to be subtracted from

receivables in determining profit to be divided among the shareholders hereto.

3. Profits. For so long as Shareholder A serves as general manager of the Company and for so

long as Shareholder A holds FIFTY percent (50%) of the outstanding stock of Company, each

party hereto shall be entitled to exactly FIFTY percent (50%) of the net profit of the Company

payable no more frequently than quarterly.

4. Employment Termination. Either party hereto, or the Company acting through its

Shareholders, shall have the right to terminate Shareholder A’s employment as general manager

upon thirty (30) days written notice.

5. Non-Competition. Each party hereto agrees that for so long as both parties continue to be a

Shareholder, owner, or in control of any shares of stock in Company, neither party will be

engaged, employed, concerned, or financially interested, directly or indirectly, in the same or

similar businesses that are being conducted by Company within [describe scope of jurisdiction

subject to the non-compete, such as “within the geographical boundaries of the state of

Colorado”] (“Jurisdiction”), nor shall he in any way compete with Company within said

Jurisdiction.

6. Stock Transfers. Neither party may sell or otherwise transfer any interest in their stock in

Company unless such stock is offered for sale at the price at which such stock is being offered to

Shareholders Agreement