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
This is a starter shareholders agreement template for a South African private company ((Pty) Ltd) under the Companies Act 71 of 2008. It covers the 12 clauses most commonly needed in a 2- to 5-shareholder operating company: share classes, pre-emption, transfer mechanics, deadlock + drag/tag-along, dividend policy, restraint of trade, dispute resolution. It is not a substitute for bespoke drafting — industry-specific clauses (funded-round protections, ESOP terms, regulated sectors) need an attorney’s attention. Use it as a working draft to discuss with your co-shareholders and your accountant; when you’re ready to sign, have us review the final version or commission a bespoke version from R7,500 fixed fee.
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What’s in the template
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 R7,500: a 30-minute scoping call, a tailored draft, two rounds of revision, and signing. Or just have us review your version of the starter — 24-hour turnaround from R7,500.
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 F17333.
This guide is general information, not legal advice for your specific matter.