Practice areas/Shareholder Agreements
Shareholder Agreements
The constitutional document your cap table actually needs — founder vesting, drag and tag, pre-emptive rights, deadlock and exit — drafted for your business, not off a template.
Know what you need? Request a fixed-fee quote and upload your documents. Not sure of scope? Book a short call with a senior lawyer instead.
Fixed fee. Senior lawyer.
Every engagement is quoted upfront and led by a senior lawyer — never a paralegal-first pipeline.
- hello@envisionlegal.com.au
- Sydney · Melbourne · National
What does a shareholders agreement lawyer do?
A shareholders agreement lawyer records how company owners make decisions, contribute capital, transfer shares and manage departures or deadlock. Envision Legal drafts and reviews agreements alongside the company constitution, covering founder vesting, investor rights and exit arrangements. Senior lawyers handle the work on a fixed fee agreed before drafting begins.
Key points
- Align the agreement with the constitution and ownership structure.
- Agree decision-making, funding, share transfers and exit arrangements early.
- Request a fixed-fee drafting or review scope through the enquiry form.
Content updated · Published by Envision Legal. Meet Rej Singh, founder and corporate and commercial lawyer.
Review the Corporations Act company-law guide alongside your transaction documents. Buying rather than selling? Our fixed-fee business purchase lawyers can help with due diligence and completion.
Before we meet, work through our shareholders agreement checklist. It covers the points we will ask you about. Directors’ duties under the Corporations Act sit alongside the agreement.
How we help
What we handle for you.
Concrete deliverables — not a general "advice" retainer. Each item can be scoped as a one-off fixed-fee package or bundled into a monthly counsel arrangement.
01
New shareholders agreement
A full shareholders deed that sits over your constitution — governance, decision rights, board composition, restraints and exit — drafted from scratch to fit your cap table.
02
Founder vesting & good/bad leaver
Vesting schedules, cliff periods, good-leaver / bad-leaver treatment and reverse vesting for founders who joined after incorporation.
03
Pre-emptive rights, drag & tag
Pre-emptive rights on new issues and transfers, drag-along and tag-along provisions that survive a real exit conversation.
04
Deadlock & dispute mechanics
Shotgun clauses, mediation-first regimes, deadlock buy-outs and independent-director casting votes — decided before you need them.
05
Investor rights on cap raise
SAFE/convertible add-ons, priced-round shareholders deeds, board seats, information rights and protective provisions for seed and Series A rounds.
06
Amendments & re-papering
Amending existing deeds when founders leave, new investors come in, or the arrangement no longer reflects reality — with all-hands sign-off managed for you.
Who this is for
Clients we work best with.
- Co-founders formalising a working relationship before the first raise
- Companies about to take on investor money and needing a proper shareholders deed
- Existing shareholders where the current arrangement no longer reflects reality
- 50/50 partnerships wanting a deadlock mechanism in place before it's needed
How we work
No surprises. Ever.
Fixed fees quoted upfront. Senior lawyer on every file. Clear next steps at every stage.
01 — Brief
Send a short brief or book a 15-minute call. We'll confirm scope and what you actually need — often that's less than you think.
02 — Fixed-fee quote
You get a written scope and a fixed fee before we start. No hourly billing, no scope-creep invoices.
03 — Senior lawyer, on the tools
The lawyer you scoped with is the lawyer doing the work. We turn drafts around fast and stay reachable throughout.
FAQs
Common questions.
- What's the difference between a shareholders agreement and a constitution?
- A company constitution governs internal management under the Corporations Act. A shareholders agreement is a private contract covering ownership, funding, decision-making, share transfers and exit rights. They should be drafted together so their terms are consistent; neither can displace mandatory law.
- How is a shareholders agreement priced?
- On a fixed fee, quoted after you provide details about the number of shareholders, any investor rights and the exit terms you need. The scope is agreed in writing before we start, so there are no hourly bills.
- What does a shareholders agreement lawyer do?
- Takes instructions from the shareholders on how decisions, share transfers, departures and exits should work, drafts a deed that fits the company's constitution and cap table, explains each clause in plain English, and manages execution by every shareholder.
- Can you retrofit one if we've been operating without it?
- Yes — and now is the right time to do it, while everyone is still aligned. Retrofitting is straightforward when all shareholders agree; it becomes very hard once a dispute has already started.
- Do we still need one if it's just two founders?
- Especially if it's just two founders. Every 50/50 company should have a deadlock mechanism and a founder-vesting regime. Otherwise a single disagreement can freeze the company entirely.
Two ways to start
Get a fixed fee before any work starts.
Answer five short questions, attach your documents if you have them, and a senior lawyer replies with the scope and the price.
Know what you need? Request a fixed-fee quote and upload your documents. Not sure of scope? Book a short call with a senior lawyer instead.