Share Holder Agreement
This Agreement dated [Date] has been entered among the individuals/corporates and constitutes the current shareholders for Bakaro Express.
In this document ‘Shareholders’ refers to all the shareholders and ‘Corporation’ and ‘Company’ refers to Bakaro Express
Purpose of Agreement
1.1 The Shareholders are the only shareholders of the Company and ex officio Directors and Officers of the Corporation.
1.2. As per the Shareholder Agreement the Shareholders are entering into an agreement for control, management and affairs of the Corporation including division and distribution of profits, disposition of shares and distribution and liquidation of assets.
Shares Subject to Agreement
2.1. The Shareholders of Bakaro Express listed above own the following number of shares of common stock, and approximate percentage of ownership,
[SHAREHOLDER 1] [Number of Shares] [% of Shares]
[SHAREHOLDER 2] [Number of Shares] [% of Shares]
[SHAREHOLDER 3] [Number of Shares] [% of Shares]
[SHAREHOLDER 4] [Number of Shares] [% of Shares]
2.2. The above listed shares account for all the issues and outstanding capital stock of the company. The Company acknowledges receipt from each Shareholder of full consideration for respective shares and each Shareholder acknowledges receipt of certificates representing the shares.
2.3 Additional shares of the Capital Stock that may be acquired in future are subject to this Agreement.
Approval of All Shareholders
3.1 Apart from any contrary provisions in this Shareholder Agreement, all Shareholders of the Company must offer their written consent for the following actions
- Mergers or consolidations
- Amendment or repeal of the Shareholders Agreement
- Issuance of shares of the Company
- Voluntary dissolution of the Company
Employment of Shareholders
4.1 Shareholders of the company may be employed in the Board of Directors and as Officers as long as they hold share of the Company, are involved in its active business, perform their duties and responsibilities as per the terms set forth in this agreement. Their titles, responsibilities and annual salary must be approved which can subsequently be altered by consent of all the Shareholders.
4.2 The Shareholders of the Company mutually agree to not be employed, be concerned financially or otherwise with another company in similar business as long as he/she is the owner, or in control of the Company’s stocks.
5.1 All the Shareholders acknowledge the fact that customer lists, processes, trade secrets, processes, and other technical information are valuable assets for the Company. Under no circumstances shall the Shareholder disclose this information unless authorized to do so in the interest of the Company. The Shareholders also agree not to disclose this information at any later time even if he/she doesn’t hold control of the Company.
Distributions of Income and Losses
6.1 The net profits and net losses of the Company for every fiscal shall be determined using the best practices of accounting.
6.2 The Company shall retain a fixed amount [Retained Income Threshold] of its net income apart from and additional amount that all the Shareholders mutually agree upon is required to meet the financial needs of the Company and which isn’t limited to expansion or development of the business.
6.3 Any retained income shall be distributed to the Shareholders in proportion to the number of shares they own in the Company. Any such transaction shall be unanimously agreed upon by the shareholders.
6.4 Individual shareholders may choose not to take a part of the distribution and offer the said amount to the Company as loan subject to approval from all the Shareholders.
Signed and Sealed in the presence of Witness 1, Witness 2, Witness 2 on [Date]