For Only:
Kshs 5,000
Shareholders Agreement
A Shareholders Agreement is an agreement entered into by shareholders of a company to govern or otherwise regulate the conduct of the shareholders vis-à-vis each other and vis-à-vis the company. The Agreement provides for matters beyond those ordinarily provided for in the statutory Articles of Association and more comprehensively sets out how the Company is to be managed and financed. This Agreement is useful in clearly enumerating the shareholders’ rights and obligations as well as detailing how parties are to conduct themselves when it comes to exiting from the Company, acquiring shares in the Company and how to resolve disputes amongst other shareholder issues.

Table of Content
- Interpretation
- Mutual Undertaking by The Shareholders
- Undertakings by The Company
- Effect
- Business of The Company
- Expansion
- Duration
- Provisions Relating to Directors
- Alternate Directors
- Shareholders’ Meetings
- Chairperson
- Reserved Matters
- Deadlock Provisions
- Financing of The Company
- Guarantees
- Management
- Auditors and Accounts
- Non-Compete
- Investment by The Company
- Undertakings Representations and Warranties
- No Encumbrance
- Common Seal
- Dividend Policy
- Announcements and Publicity
- Transfers of Shares
- Tag along and Drag Along Rights
- Gunshot Clause
- Admission of New Members
- Option to Acquire Additional Shareholding
- Rights Issues
- Relationship Between The Shareholders
- Support Clause
- Warranties and Indemnity
- Breach
- Duration and Termination
- Consequences of Termination
- Exit of Shareholder
- Confidentiality
- Inconsistency With Articles
- Force Majeure
- Notices and Service
- Assignment and Benefit
- No Waiver of Rights
- Variation
- Severability
- Entire Agreement
- Counterparts
- Costs
- Jurisdiction
- Dispute Resolution

