Who’s this Deed of Accession to Shareholders' Agreement for?
For any New Zealand company with an existing shareholders agreement that is taking on a new shareholder.
Why do I need a Deed of Accession to Shareholders' Agreement?
A shareholders’ agreement is a contractual agreement between a company's shareholders that sets out the rights and responsibilities of the shareholders and the company.
When new shares in a company are issued or existing shares are transferred to a new shareholder, that new shareholder may need to become a party to an existing shareholders’ agreement. This will be required where the shareholders’ agreement (or a subscription agreement between the company and an investor) states new shares can’t be issued, or existing shares can’t be transferred to a new shareholder, without that person entering into a Deed of Accession.
This is because a shareholders’ agreement only binds the shareholders who sign it (unlike the company’s constitution, which automatically applies to all new shareholders).
By signing a simple, easy-to-understand Deed of Accession to Shareholders' Agreement (also known as a deed of adherence) the new shareholder agrees to be bound by the existing shareholders' agreement. Otherwise, you will need to prepare an entirely new shareholders agreement between all the shareholders, including the new shareholder (you will also need to do this if you wish to amend the existing shareholders agreement).
How long will it take to create my document?
Less than 5 minutes - less time making a coffee! During the Q&A you can save your progress to come back later, or repeat the Q&A to change an answer or produce a new version of a document.
What information do I need to complete the Q&A?
- The company’s New Zealand Business Number – this can be found by searching the company here, and contact details
- Full name and contact details of the new shareholder
- When the new shareholder will be bound by the existing shareholders' agreement – this should be the date they become a shareholder
What if I need help?
On Your Terms has teamed up with Luminate Legal to offer its customers the option of obtaining legal advice from a lawyer to provide extra assurance and peace of mind. If you would like to ask a lawyer some quick questions about your document (or your responses to the Q&A), or have your document reviewed/edited by a lawyer, click here to view and select Luminate Legal's packages and fixed-fee pricing exclusively for On Your Terms customers.
What do I do once my Deed of Accession to Shareholders' Agreement is created?
The document is ready for the new shareholder and company to sign as soon as you have downloaded it.
Other helpful information:
- Read our blogs: How to transfer shares in a New Zealand company, Your Top 10 Questions on Shareholders' Agreements, Why Business Prenups (aka Shareholders' Agreements) are Essential!
- See our Guide to Director Obligations and Responsibilities in New Zealand
- You may also find these bundles or documents useful for your business: Resolutions to Approve Issue of New Shares, Transfer of Company Shares and Approvals Bundle, Company Constitution, Term Sheet for Shareholders Agreement, Shareholders Agreement and Constitution Bundle, Director Indemnity Bundle
- Check out our FAQs
If you’re unsure whether this document is what you need, reach out to us at hello@onyourterms.co.nz – we’re happy to help!
If you’re not satisfied with your purchase of this product for any reason, let us know why within 10 days of your purchase and we’ll work with you to make sure you’re happy, including giving you a full refund if necessary.
Disclaimer: On Your Terms was created to provide fast, easy and affordable access to legal information and documentation. We are not a law firm and do not provide legal advice. The information and documents we provide are of a general nature, designed for common situations, and may not be suitable for your needs or circumstances. If you need legal advice, we have a network of specialist law firm partners able to help you here.