Amended And Restated Shareholders Agreement Template for New Zealand

1. Preferred Shareholder Rights: Special rights attached to preferred shares, used when the company has multiple share classes

2. Employee Share Scheme: Provisions for employee share ownership, included when the company has or plans to implement such a scheme

3. Intellectual Property: IP ownership and protection provisions, important for technology or innovation-focused companies

4. Non-Competition and Non-Solicitation: Restrictions on shareholders' competing activities, typically for closely-held companies

5. Tag-Along and Drag-Along Rights: Specific exit mechanisms, important for companies with potential sale prospects

6. Dead-Lock Resolution: Specific procedures for resolving deadlocks, crucial for 50/50 joint ventures

7. Put and Call Options: Specific share purchase rights, useful for strategic partnerships or joint ventures

8. International Operations: Provisions dealing with overseas operations and compliance, for companies with international presence

1. Schedule 1: Details of Shareholders and Shareholding: Current share ownership details including share numbers and classes

2. Schedule 2: Deed of Accession: Template deed for new shareholders joining the agreement

3. Schedule 3: Reserved Matters: Detailed list of decisions requiring special approval

4. Schedule 4: Board Policies: Key governance and operational policies

5. Schedule 5: Pre-emptive Rights Procedures: Detailed process for implementing pre-emptive rights

6. Schedule 6: Valuation Methodology: Agreed method for share valuation in various scenarios

7. Schedule 7: Original Agreement: Copy of the original shareholders agreement being amended

8. Appendix A: Company Constitution: Current constitution of the company

9. Appendix B: Shareholder Resolutions: Relevant shareholder resolutions approving the amended agreement