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Free · Email-gated · South Africa

Free Shareholders Agreement Starter Template

Attorney-drafted starter for South African (Pty) Ltd companies. 12 essential clauses under the Companies Act 71 of 2008. Edit it yourself — or send it back to us for a fixed-fee review.

Written by

Martin Kotze

Attorney, Conveyancer & Notary Public

Quick answer

Email me the template

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What’s in the template

Shareholding + share-class definitions
Pre-emption + transfer-of-shares mechanics
Reserved-matter list (super-majority items)
Deadlock + Russian-roulette / shotgun clauses
Drag-along + tag-along provisions
Default + breach triggers (insolvency, criminal, restraint)
Dividend policy + retained-earnings logic
Restraint of trade + non-solicit (post-exit)
Confidentiality + IP-assignment
Dispute resolution + governing-law clause
Founder + minority-shareholder protections
Compliance with Companies Act 71 of 2008 + MOI

What it’s not

A template is a starting point, not a substitute for an attorney. The starter doesn’t cover:

  • Industry-specific clauses (e.g. funded round protections, ESOP terms, regulated sectors) — these need bespoke drafting.
  • Legal advice tailored to your specific company, shareholders, and commercial relationship.
  • Negotiation support with the other shareholders.

Want the bespoke version?

We offer a fixed-fee bespoke shareholders agreement package from R12,150: a 30-minute scoping call, a tailored draft, two rounds of revision, and signing. Or just have us review your version of the starter — 48-hour turnaround from R12,300.

Why you can trust this: Martin Kotze has been an admitted Attorney of the High Court of South Africa, registered Conveyancer, and Notary Public since 2014, practising from Pretoria. The firm is regulated by the Legal Practice Council under firm registration 17444.

This guide is general information, not legal advice for your specific matter.