Drafting shareholder agreements manually requires hours of research across multiple legal databases, careful customization of boilerplate clauses, and meticulous verification of jurisdiction-specific requirements. Attorneys must balance complex provisions for share transfers, governance structures, and minority protections while ensuring compliance with state corporate law and tax regulations.
Drafting shareholder agreements requires extensive legal research, careful attention to jurisdictional requirements, and precise coordination of complex provisions governing ownership, governance, transfers, and exits. Manual drafting typically takes 12+ hours and risks inconsistencies, missing critical provisions, or creating unenforceable terms that lead to costly disputes.
CaseMark automates shareholder agreement drafting by analyzing your company structure and generating comprehensive, jurisdiction-specific agreements with all essential provisions. Our AI ensures internal consistency, enforceability, and proper coordination between governance rights, transfer restrictions, valuation mechanisms, and exit provisions.
This workflow is applicable across multiple practice areas and use cases
Shareholder agreements are fundamental corporate governance documents that establish voting rights, board composition, decision-making authority, and shareholder relationships for ongoing corporate management.
Corporate governance practice heavily relies on shareholder agreements to structure management frameworks, protect minority shareholders, and establish governance protocols beyond initial formation.
VC and PE investments require shareholder agreements to document investor rights, drag-along provisions, anti-dilution protections, and exit mechanisms for equity investments.
Investment attorneys routinely draft shareholder agreements as core transaction documents for funding rounds, establishing investor protections and governance rights that complement term sheets.
Corporate finance transactions including debt financing, mezzanine investments, and recapitalizations require shareholder agreements to protect lender rights and structure equity relationships.
Finance attorneys use shareholder agreements to document equity components of financing transactions and establish governance rights for financial investors or convertible debt holders.
M&A transactions often require shareholder agreements for minority shareholders post-acquisition, earn-out arrangements, or when structuring partial acquisitions with ongoing shareholder relationships.
M&A attorneys need shareholder agreements when deals involve continuing shareholders, management rollover equity, or minority investments rather than full acquisitions.
You'll need your company's formation documents showing the legal name and jurisdiction, a current capitalization table with all shareholders and their ownership percentages, and details about any special governance rights or transfer restrictions desired. Optional documents like bylaws, term sheets, or employment agreements help ensure consistency across all corporate documents.
CaseMark incorporates jurisdiction-specific legal requirements for shareholder agreements, including state law standards for transfer restrictions, non-compete enforceability, and mandatory provisions. The system researches current statutory requirements and case law to ensure provisions like drag-along rights, restrictive covenants, and dispute resolution clauses meet enforceability standards in your state.
Yes, CaseMark supports complex capitalization structures including multiple share classes with different voting rights, liquidation preferences, and special governance rights. The system generates detailed provisions addressing class-specific rights, preferred shareholder protections, and coordination between common and preferred shareholders.
The agreement includes comprehensive transfer restrictions with right of first refusal procedures, tag-along rights protecting minority shareholders, drag-along rights enabling majority-approved exits, and permitted transfer exceptions for estate planning and affiliates. It also covers buyout provisions for employment termination, death, disability, and other triggering events with clear valuation methodologies and payment terms.
The agreement establishes complete governance frameworks including board composition with shareholder designation rights, detailed approval matrices for major corporate actions, voting rights by share class, meeting requirements, and information rights. It specifies which decisions require board majority, supermajority, shareholder approval, or unanimous consent to protect all stakeholders appropriately.