Shareholder Forms

Prepare Directors Resolutions to redeem shares of an Ontario business corporation with this package of template forms.

• This forms package contains the following:
  • Directors Resolution setting the redemption price of a certain class of shares,
  • Directors Resolution redeeming specified shares,
  • Notice of Redemption.
• This corporate forms package complies with the requirements of the Business Corporations Act (Ontario).
• Available in MS Word format, fully editable and reusable.
• Intended for use only in the Province of Ontario, Canada.

Secure repayment of a loan from a shareholder to a corporation with this Ontario Security Agreement for Shareholder Loan.

• The corporation (as borrower) grants the secured party (a trustee for the shareholders) a security interest over the borrower's corporate assets, in order to secure its current or future indebtedness to its shareholders for shareholder advances, stock dividends or other obligations.
• The secured party holds the security interest in trust for the shareholders and may release all or part of the secured collateral as it sees fit.
• The borrower is restricted from selling, transferring, leasing or otherwise disposing of any of the collateral forming the security.
• This legal agreement template is available as a fully editable Microsoft Word document.
• Intended for use only in the Province of Ontario, Canada.

Equalize the capital contributions of the shareholders for an Ontario corporation with this Share Capital Equalization Agreement.

• This agreement is for a company with two shareholders, one of whom has invested more capital than the other, with the intent being that each of them will end up with 50% shareholdings in the company.
• To do that, the contributing shareholder will make regular installment payments into his/her capital account to purchase a proportionate number of shares.
• The shares will then be held in trust until all the equalization payments are made.

You can download the Ontario Share Capital Equalization Agreement immediately after purchase.

Sell the shares of an Ontario corporation and transfer any existing shareholder loans with this Share Purchase and Assignment Agreement.

• The seller sells its shares and assigns the balance of shareholder loans still outstanding over to the buyer, who is taking over the business of the company.
• The purchase price will be allocated between the shares and the shareholder loans, at fair market value.
• The buyer is at liberty to contact customers, suppliers and employees to notify them of the change of control. The seller will operate the business until closing.
• The parties will each file any required tax elections with respect to the transaction.
• This template is available as a downloadable and fully customizable MS Word document.
• Intended for use only in the Province of Ontario, Canada.

Sell all your shares to your business partner with this Share Purchase Agreement for an Ontario corporation.

• This template is for a company that has two shareholders who are equal partners.
• One partner sells all of its shares to the other partner for cash.
• The buyer will secure a release of any guarantees provided by the seller with respect to the business.
• The seller will release the buyer from all claims and agrees to sign a non-competition agreement.
• This downloadable Share Purchase Agreement is an easy exit strategy for an equal partner to transfer its interest while allowing the business to continue operations.
• This legal document was prepared to be used within the Province of Ontario, Canada.

Prepare share transfers for an Ontario corporation with this Share Transfer and Release Forms package.

• The package contains the following items:
  • Share Transfer and Indemnity Form, to transfer all of the shares of a corporation to a purchaser. The seller indemnifies the buyer and releases the corporation from any claims the seller may have with respect to the seller's involvement with the corporation.
  • A simpler form of Share Transfer, to transfer all or part of a shareholder's shares to another party.
  • A resolution of the directors of the corporation approving the share transfer.
• Available in MS Word format.
• Intended to be used only in the Province of Ontario, Canada.

Ensure the continuity of ownership and management of your business with this Shareholder Buy-Sell Agreement for Ontario.

• The Agreement includes:
  • a procedure for soliciting offers from third parties;
  • the remaining shareholders have right of first refusal to purchase shares of a departing shareholder;
  • the remaining shareholders have the right to piggyback the sale of their shares onto a proposed sale of more than 50% of the shares;
  • a mandatory (shotgun) buy-sell;
  • a mandatory buyout on death, to be funded by proceeds of a life insurance policy on the life of the deceased shareholder.
• This template is available in MS word format and is easy to customize to fit your circumstances.
• Intended to be used only in the Province of Ontario, Canada.

Create a Unanimous Shareholders Agreement for an Ontario corporation owned by equal partners with this comprehensive template.

• This template agreement includes:
  • a mechanism to avoid deadlock in voting;
  • conditions governing shareholder loans;
  • future financing from profits and ⁄ or third party lenders;
  • terms of employment and termination of employees who are shareholders;
  • benefits for disability;
  • company buy-back of shares on death;
  • shareholder inventions become property of company;
  • arbitration procedure and special rules for disputes over fair market value of shares;
  • remaining shareholder's right of first refusal to purchase departing partner's interest.
• Available in MS Word format and fully editable to fit your specific circumstances.
• Intended to be used only in the Province of Ontario, Canada.

Provide for special majority rights for shareholders in an Ontario company with this downloadable Unanimous Shareholders Agreement.

• Special majority rights include a right of first refusal on minority share transfers (less than 10%), right to carry along minority shareholders on a sale of the company, and a call option to purchase the minority interest on death, disability, termination or change of control of the minority shareholder.
• Minority shareholders have piggyback rights for change of control transactions, and a put option to sell their interest on death, disability, termination or change of control of the minority shareholder.
• Minority shareholders must waive certain dissenting rights.
• Available in MS Word format.
• Intended to be used only in the Province of Ontario, Canada.

Shareholder nominees are included under the provisions of this Unanimous Shareholders Agreement for Ontario business corporations.

• Shareholder loans must be secured by a security agreement over the corporation's assets, are non-interest-bearing and become immediately due and payable upon the bankruptcy or receivership of the corporation.
• Clauses providing for employment and termination of shareholders as employees.
• Non-competition and non-solicitation provisions.
• Each shareholder indemnifies the other shareholders and the directors of the corporation against liability.
• All share certificates will be held in escrow by the corporation's lawyers.
• The remaining shareholders have a right of first refusal to purchase the shares of a departing shareholder.
• In the event of a take-over offer, the minority shareholders have the option to buy out a majority shareholder or, alternatively, to consent to the take-over.
• If a shareholder wishes to withdraw, the remaining shareholders must agree on a buy-out procedure, failing which they may vote to wind up the company, sell the shares to a third party, or offer all shares of the company for sale.
• AVailable in MS Word format.
• Intended to be used only in the Province of Ontario, Canada.