This is a three-party Shareholders' Agreement for a Joint Venture Company. The agreement aims to ensure the protection of the majority shareholder's interests and provides standard clauses for minority protection. The parties have agreed to form a new joint company with agreed characteristics such as its name, authorized share capital, registered office, and auditors.

The agreement outlines the steps for the establishment of the company, including the subscription of shares, issuance of share certificates, and entry of the parties' names in the company's register of members. The terms of the agreement govern the parties' relationships as shareholders in the company.

The completion of the agreement will take place within ten days after the conditions precedent are fulfilled or waived. The parties shall subscribe unconditionally for their respective shares in cash at par, pay for the shares in cleared funds, and have their names entered in the company's register of members.

This Shareholders' Agreement is drafted in favour of the Majority Shareholder, ensuring a fair outcome and secure investment protection. It provides a tailored agreement to suit the parties' needs, ensuring the success of the Joint Venture Company. With a focus on shareholder rights, this agreement helps to safeguard the interests of all parties involved.

How to use this Document?

1. Read the shareholders' agreement carefully: Before signing the agreement, it is important for all shareholders involved to thoroughly read and understand the terms and conditions outlined in the document.

2. Use for Joint Venture Company: This shareholders' agreement is intended for use when three parties enter into a joint venture and establish a joint venture company.

3.Sign and return a copy: Once all parties have thoroughly reviewed the agreement, they should sign and return a copy of the document to ensure that they are fully committed to its terms and conditions.

4. Obtain a copy: After all parties have signed and returned a copy of the agreement, it is important for each party to obtain a copy for their records.

5. Witness signatures: To avoid future disputes, it is advisable for all parties to have their signatures witnessed by an impartial third party.

6. Record amendments: If any of the parties wish to amend the agreement in the future, it is important for all parties to agree to the changes in writing and to have the original agreement and amendments signed by all parties.

7. Ensure understanding: It is essential for all parties to fully understand the terms and conditions outlined in the shareholders' agreement to ensure a successful joint venture and to avoid future disputes.

By following these steps, all parties involved in the joint venture can ensure that they are fully committed to the terms outlined in the shareholders' agreement and that any future amendments are recorded in a legally binding manner.