Shareholder Agreement - Arizona

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SHAREHOLDER AGREEMENT

(State of Arizona)


TABLE OF CONTENTS

  1. Definitions
  2. Shares Subject to Agreement
  3. Transfer Restrictions
  4. Right of First Refusal
  5. Right of First Offer and Tag-Along Rights
  6. Drag-Along Rights
  7. Buy-Sell Provisions
  8. Voting Agreement and Board Composition
  9. Dividends and Distributions
  10. Non-Competition and Non-Solicitation
  11. Books, Records, and Information Rights
  12. Dispute Resolution
  13. General Provisions
  14. Execution

RECITALS

SHAREHOLDER AGREEMENT (this "Agreement") is made and entered into as of [__/__/____] (the "Effective Date"), by and among:

COMPANY:
[________________________________], a corporation organized under the laws of the State of Arizona (the "Company")

SHAREHOLDERS:
The Persons listed on Schedule A attached hereto (each, a "Shareholder" and collectively, the "Shareholders")

(The Company and the Shareholders are each referred to herein as a "Party" and collectively as the "Parties.")

WHEREAS, the Company is a corporation duly organized and existing under the Arizona Business Corporation Act (A.R.S. Title 10, Chapters 1 through 17);

WHEREAS, the Shareholders are the holders of all of the issued and outstanding shares of capital stock of the Company as set forth on Schedule A;

WHEREAS, the Parties desire to set forth their agreements concerning the governance of the Company, the transfer of shares, and certain other matters relating to their rights and obligations as shareholders;

NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:


ARTICLE 1 — DEFINITIONS

1.1 As used in this Agreement, the following terms shall have the meanings set forth below:

(a) "ABCA" means the Arizona Business Corporation Act, A.R.S. Title 10, Chapters 1 through 17, as amended.

(b) "ACC" means the Arizona Corporation Commission.

(c) "Affiliate" means, with respect to any Person, any other Person that directly or indirectly controls, is controlled by, or is under common control with such Person.

(d) "Board" or "Board of Directors" means the board of directors of the Company.

(e) "Business Day" means any day other than a Saturday, Sunday, or any day on which banking institutions in Phoenix, Arizona are authorized or required to close.

(f) "Disability" means a physical or mental condition rendering a Shareholder unable to perform substantially all duties to the Company for [____] consecutive days or [____] days in any [____]-month period, as determined by a qualified physician.

(g) "Fair Market Value" means the fair market value of the Shares as determined pursuant to Section 7.5.

(h) "Family Member" means a Shareholder's spouse, domestic partner, lineal descendants, parents, siblings, or a trust for the benefit of any of the foregoing.

(i) "Majority Shareholders" means the Shareholders holding, collectively, more than fifty percent (50%) of the issued and outstanding Shares.

(j) "Offer Notice" has the meaning set forth in Section 4.2.

(k) "Permitted Transfer" has the meaning set forth in Section 3.2.

(l) "Person" means an individual, corporation, partnership, limited liability company, joint venture, association, trust, unincorporated organization, or other entity.

(m) "Proportionate Share" means, with respect to any Shareholder, the fraction obtained by dividing (i) the number of Shares owned by such Shareholder by (ii) the total number of Shares owned by all Shareholders (excluding the Selling Shareholder).

(n) "Shares" means all shares of capital stock of the Company of every class and series, whether now owned or hereafter acquired.

(o) "Selling Shareholder" means a Shareholder who proposes to Transfer any Shares.

(p) "Supermajority" means Shareholders holding at least [____]% of the issued and outstanding Shares.

(q) "Transfer" means any sale, assignment, transfer, pledge, hypothecation, gift, donation, encumbrance, or other disposition, whether voluntary or involuntary, by operation of law or otherwise.

(r) "Triggering Event" has the meaning set forth in Section 7.1.


ARTICLE 2 — SHARES SUBJECT TO AGREEMENT

2.1 Shares Bound. All Shares now owned or hereafter acquired by any Shareholder shall be subject to this Agreement.

2.2 Stock Certificate Legend. Pursuant to A.R.S. § 10-627, each certificate representing Shares subject to this Agreement shall bear the following legend:

"THE SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO A SHAREHOLDER AGREEMENT DATED [__/__/____], AS AMENDED FROM TIME TO TIME, WHICH IMPOSES CERTAIN RESTRICTIONS ON THE TRANSFER OF THESE SHARES. A COPY OF SUCH AGREEMENT IS ON FILE AT THE PRINCIPAL OFFICE OF THE COMPANY AND WILL BE FURNISHED WITHOUT CHARGE UPON WRITTEN REQUEST."

Under A.R.S. § 10-627, a restriction on the transfer of shares is valid and enforceable against the holder or a transferee if the restriction is authorized by statute and its existence is noted conspicuously on the front or back of the stock certificate.

2.3 Uncertificated Shares. If the Company issues uncertificated shares pursuant to A.R.S. § 10-626, the Company shall include a notation of the transfer restriction in the information statement required to be sent to the holder under A.R.S. § 10-626(B).

2.4 Schedule of Shareholders. Schedule A sets forth the name, address, number of Shares, and class of Shares held by each Shareholder as of the Effective Date.


ARTICLE 3 — TRANSFER RESTRICTIONS

3.1 General Restriction. No Shareholder shall Transfer any Shares except in compliance with this Agreement. Any purported Transfer in violation of this Agreement shall be null and void, and the Company shall not register any such Transfer on its books or recognize the purported transferee as a shareholder. This restriction is permitted under A.R.S. § 10-627(A).

3.2 Permitted Transfers. Notwithstanding Section 3.1, a Shareholder may Transfer Shares without compliance with the right of first refusal provisions in the following circumstances (each, a "Permitted Transfer"):

(a) A Transfer to a Family Member of the Shareholder;

(b) A Transfer to a trust for the sole benefit of the Shareholder or the Shareholder's Family Members;

(c) A Transfer to an entity wholly owned by the Shareholder or the Shareholder's Family Members;

(d) A Transfer by a Shareholder that is an entity to its shareholders, partners, or members; and

(e) A Transfer pursuant to the Buy-Sell Provisions of Article 7.

Condition. Any Permitted Transferee must execute a joinder agreement agreeing to be bound by this Agreement.

3.3 Compliance with Securities Laws. No Transfer shall be made unless it complies with all applicable federal and Arizona securities laws, including A.R.S. Title 44, Chapter 12 (Arizona Securities Act). The Company may require an opinion of counsel that such Transfer is exempt from registration.

3.4 Pre-Existing Shares. Under A.R.S. § 10-627(C), a restriction on transfer does not affect shares issued before the restriction was adopted unless the holders of the shares are parties to the restriction agreement or voted in favor of the restriction.


ARTICLE 4 — RIGHT OF FIRST REFUSAL

4.1 Obligation to Offer. Before any Shareholder may Transfer Shares (other than a Permitted Transfer), the Selling Shareholder must first offer the Shares to the Company and the other Shareholders in accordance with this Article.

4.2 Offer Notice. The Selling Shareholder shall deliver a written notice (the "Offer Notice") to the Company and each other Shareholder, including:

(a) The number and class of Shares proposed to be Transferred (the "Offered Shares");

(b) The identity of the proposed transferee (the "Proposed Transferee");

(c) The purchase price offered by the Proposed Transferee (the "Offered Price") and all material terms; and

(d) An offer to sell the Offered Shares to the Company and the other Shareholders at the Offered Price.

4.3 Company's Right of First Refusal. The Company shall have the first right to purchase all or any portion of the Offered Shares at the Offered Price by delivering written notice within [____] days after receipt of the Offer Notice (the "Company Exercise Period"). Such purchase shall be subject to Board approval and any applicable restrictions under the ABCA regarding a corporation's repurchase of its own shares.

4.4 Shareholders' Right of First Refusal. If the Company does not exercise its right to purchase all of the Offered Shares, each remaining Shareholder shall have the right to purchase its Proportionate Share of the remaining Offered Shares at the Offered Price by delivering written notice within [____] days after the expiration of the Company Exercise Period.

4.5 Over-Allotment Right. If any Shareholder does not exercise its full right, the remaining Offered Shares shall be offered to the exercising Shareholders on a pro rata basis for an additional [____] days.

4.6 Closing. The closing of any ROFR purchase shall occur within [____] days after the expiration of all exercise periods.

4.7 Sale to Proposed Transferee. If the Company and the Shareholders do not exercise their rights to purchase all of the Offered Shares, the Selling Shareholder may Transfer the Offered Shares to the Proposed Transferee at a price not less than the Offered Price and on terms not more favorable to the Proposed Transferee. Such Transfer must be completed within [____] days or the right to sell terminates.

4.8 Proposed Transferee Bound. Any Proposed Transferee acquiring Shares shall execute a joinder agreement.


ARTICLE 5 — RIGHT OF FIRST OFFER AND TAG-ALONG RIGHTS

5.1 Right of First Offer (ROFO). [Alternative to Article 4 ROFR]

☐ In lieu of the right of first refusal, the Selling Shareholder shall, before seeking any third-party purchaser, first offer the Shares to the Company and the other Shareholders at a price and on terms specified by the Selling Shareholder. The Company and the other Shareholders shall have [____] days to accept or reject the offer.

5.2 Tag-Along Rights (Co-Sale Rights). If a Selling Shareholder proposes to Transfer Shares to a third party (after compliance with Article 4), each other Shareholder (a "Tag-Along Shareholder") shall have the right to participate in such Transfer on the same terms:

(a) The Selling Shareholder shall include in the Offer Notice a description of the Tag-Along Shareholder's rights.

(b) Each Tag-Along Shareholder shall have [____] days to deliver notice of its election to exercise its tag-along right.

(c) The Selling Shareholder shall reduce the number of Shares it sells so that the Tag-Along Shareholders may sell their pro rata portions.

(d) If the Proposed Transferee refuses to purchase the Tag-Along Shareholders' Shares on the same terms, the Selling Shareholder shall not complete the Transfer.


ARTICLE 6 — DRAG-ALONG RIGHTS

6.1 Drag-Along Obligation. If Shareholders holding at least [____]% of the outstanding Shares (the "Dragging Shareholders") receive a bona fide offer from a third party to purchase all of the outstanding Shares, the Dragging Shareholders may require all other Shareholders (the "Dragged Shareholders") to sell their Shares on the same terms.

6.2 Drag-Along Notice. The Dragging Shareholders shall deliver written notice to each Dragged Shareholder at least [____] days prior to the proposed closing, including:

(a) The identity of the third-party purchaser;
(b) The purchase price per Share;
(c) The other material terms; and
(d) The proposed closing date.

6.3 Conditions to Drag-Along. The drag-along right may only be exercised if:

(a) The proposed sale is for cash or marketable securities;
(b) All Shareholders receive the same price per Share;
(c) The Dragging Shareholders comply with all applicable provisions of this Agreement and the ABCA; and
(d) The sale is structured as an arm's-length transaction.

6.4 Dragged Shareholder Obligations. Upon receipt of a Drag-Along Notice, each Dragged Shareholder shall:

(a) Execute all documents reasonably necessary to consummate the sale;
(b) Deliver its stock certificates, duly endorsed, to the purchaser at closing; and
(c) Make customary representations, warranties, and indemnifications proportionate to its share of the proceeds.

6.5 Dissenters' Rights. The Parties acknowledge that A.R.S. § 10-1302 provides certain dissenters' rights to shareholders in connection with certain corporate actions, including mergers. To the extent a drag-along transaction is structured as a merger or other corporate action triggering dissenters' rights, each Dragged Shareholder agrees to waive such rights to the maximum extent permitted by Arizona law.


ARTICLE 7 — BUY-SELL PROVISIONS

7.1 Triggering Events. The buy-sell provisions shall be triggered upon the occurrence of any of the following with respect to a Shareholder (each, a "Triggering Event"):

(a) Death of a Shareholder who is a natural person;

(b) Disability of a Shareholder who is a natural person;

(c) Retirement from active employment with the Company, as defined in Section 7.2;

(d) Termination of Employment — involuntary termination or voluntary resignation;

(e) Bankruptcy or Insolvency — filing of a voluntary petition, appointment of a receiver or trustee, or involuntary proceeding not dismissed within [____] days;

(f) Divorce or Separation — court order requiring Transfer of Shares to a spouse or former spouse;

(g) Material Breach — material breach of this Agreement that remains uncured for [____] days after written notice; or

(h) Mutual Agreement — the Parties agree in writing to trigger the buy-sell provisions.

7.2 Retirement. "Retirement" means the voluntary cessation of employment by a Shareholder who has attained age [____] and has been employed by the Company for at least [____] consecutive years.

7.3 Company's Purchase Option. Upon a Triggering Event, the Company shall have the first option to purchase all of the affected Shareholder's Shares at Fair Market Value by delivering written notice within [____] days. The Company's purchase is subject to any restrictions on corporate share repurchases under the ABCA.

7.4 Remaining Shareholders' Purchase Option. If the Company does not exercise its option, the remaining Shareholders shall have the option to purchase the Shares on a pro rata basis at Fair Market Value by delivering written notice within [____] days after the Company's exercise period expires.

7.5 Determination of Fair Market Value.

(a) Agreed Value. The Shareholders may establish an agreed value on Schedule B, to be reviewed annually. If updated within the [____]-month period preceding the Triggering Event, the Agreed Value shall be the Fair Market Value.

(b) Appraisal. If no current Agreed Value exists, Fair Market Value shall be determined by a qualified independent appraiser mutually agreed upon. If the Parties cannot agree within [____] days, each side shall select one appraiser and the two shall select a third whose determination is final and binding. Costs shall be borne equally.

(c) Valuation Standards. The appraiser shall use customary methods (income approach, market approach, asset approach) and apply appropriate discounts for lack of marketability and minority interests unless the Parties agree otherwise on Schedule B.

7.6 Payment Terms.

(a) Lump Sum. The purchase price shall be paid in full at closing.

(b) Installment Payments (Alternative). [____]% at closing; remainder in [____] equal installments, with interest at [____]% per annum, secured by the Shares.

7.7 Life Insurance Funding.

(a) Entity Purchase (Redemption). The Company shall maintain key-person life insurance on each Shareholder.

(b) Cross-Purchase. Each Shareholder shall maintain life insurance on the other Shareholders.

7.8 Closing. The closing of any buy-sell transaction shall occur within [____] days after exercise of the purchase option.


ARTICLE 8 — VOTING AGREEMENT AND BOARD COMPOSITION

8.1 Board of Directors. The Board shall consist of [____] directors. The Shareholders agree to vote their Shares to elect:

(a) [________________________________] shall designate [____] director(s);

(b) [________________________________] shall designate [____] director(s); and

(c) [____] independent director(s) mutually agreed upon.

8.2 Removal and Replacement. Each Shareholder entitled to designate a director shall have the sole right to remove and replace such director. The Shareholders shall vote accordingly, consistent with A.R.S. § 10-803 (removal of directors by shareholders). Under Arizona law, shareholders may remove directors with or without cause.

8.3 Board Committees. The Board may establish committees pursuant to A.R.S. § 10-841 (board committees).

8.4 Board Meetings. The Board shall meet at least [quarterly/monthly]. Special meetings may be called by the chairman, any [____] directors, or the Majority Shareholders.

8.5 Quorum. A quorum shall consist of [____] directors, provided that at least one director designated by each Shareholder holding at least [____]% of the outstanding Shares is present.

8.6 Supermajority Matters. The following actions require the Supermajority:

(a) Amendment of the articles of incorporation or bylaws;
(b) Issuance of new shares or convertible securities;
(c) Declaration of dividends or distributions (other than as provided in Article 9);
(d) Entry into any transaction valued in excess of $[________________________________];
(e) Incurrence of indebtedness in excess of $[________________________________];
(f) Sale, lease, or disposition of all or substantially all of the Company's assets;
(g) Merger, consolidation, or dissolution of the Company;
(h) Related-party transactions;
(i) Commencement or settlement of material litigation;
(j) Hiring, termination, or material change in compensation of the CEO or CFO;
(k) Capital expenditures in excess of $[________________________________]; and
(l) Entry into any materially different line of business.

8.7 Deadlock Resolution. If the Board or Shareholders cannot agree on a Supermajority Matter for [____] days:

(a) Senior executives shall negotiate in good faith for [____] days;

(b) If not resolved, the Parties shall submit to mediation in Phoenix, Arizona for [____] days; and

(c) If not resolved, any Shareholder may invoke the buy-sell provisions.


ARTICLE 9 — DIVIDENDS AND DISTRIBUTIONS

9.1 Dividend Policy. Subject to applicable Law, the Board shall declare and pay dividends as follows:

(a) Minimum Distribution. Not less than [____]% of net income for each fiscal year, payable within [____] days after year-end.

(b) Tax Distribution. For S corporations, the Company shall distribute to each Shareholder an amount sufficient to cover estimated income tax liability attributable to the Company's income, calculated at the highest marginal individual income tax rate. Note: Arizona imposes a flat individual income tax rate of 2.5% (as of 2024), which should be factored into tax distributions.

(c) Discretionary Dividends. At the sole discretion of the Board, subject to ABCA requirements.

9.2 Pro Rata Distribution. All dividends and distributions shall be made pro rata based on share ownership.


ARTICLE 10 — NON-COMPETITION AND NON-SOLICITATION

10.1 Non-Competition. During the term of this Agreement and for [____] years following cessation of share ownership (the "Restricted Period"), no Shareholder shall, directly or indirectly, own, manage, operate, control, be employed by, consult for, or participate in any competing business within:

☐ The State of Arizona
☐ [________________________________] (geographic area)
☐ A [____]-mile radius of any office or location of the Company

Arizona Practice Note: Arizona law (A.R.S. § 44-101) limits the enforceability of non-competition agreements. Courts evaluate reasonableness based on time, geographic scope, and activity restricted. Non-compete provisions should be narrowly tailored.

10.2 Non-Solicitation of Employees. During the Restricted Period, no Shareholder shall solicit, recruit, hire, or encourage any employee or independent contractor of the Company to leave the Company's service.

10.3 Non-Solicitation of Customers. During the Restricted Period, no Shareholder shall solicit, divert, or take away any customer, client, or account of the Company.

10.4 Confidentiality. Each Shareholder shall maintain the confidentiality of all proprietary and confidential information during and after the term. Confidential information shall not include information that is publicly available or independently developed.

10.5 Remedies for Breach. The Parties acknowledge irreparable harm from breach. Any Party may seek injunctive relief without posting bond, in addition to other remedies.


ARTICLE 11 — BOOKS, RECORDS, AND INFORMATION RIGHTS

11.1 Books and Records. The Company shall maintain complete and accurate books and records in accordance with GAAP.

11.2 Financial Statements. The Company shall provide each Shareholder with:

(a) Annual audited financial statements within [____] days after year-end;

(b) Quarterly unaudited financial statements within [____] days after each quarter;

(c) Monthly unaudited financial statements within [____] days after each month; and

(d) An annual budget approved by the Board.

11.3 Inspection Rights. Each Shareholder shall have the right to inspect books, records, and documents during normal business hours upon reasonable notice, consistent with the ABCA.

11.4 Tax Information. The Company shall provide all tax information (including Schedule K-1s if applicable) within [____] days after year-end.


ARTICLE 12 — DISPUTE RESOLUTION

12.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Arizona, including the ABCA (A.R.S. Title 10), without regard to conflict-of-laws principles.

12.2 Exclusive Jurisdiction. Subject to Section 12.3, the Parties irrevocably submit to the exclusive jurisdiction of the state or federal courts located in Maricopa County, Arizona.

12.3 Arbitration. Any dispute not resolved through negotiation and mediation shall be finally settled by binding arbitration administered by [________________________________] in accordance with its Commercial Arbitration Rules.

(a) Seat of Arbitration: Phoenix, Arizona.

(b) Number of Arbitrators: [one (1) / three (3)].

(c) Arbitration Award. The award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

(d) Costs. The prevailing Party shall recover reasonable attorneys' fees, consistent with A.R.S. § 12-341.01.

12.4 Injunctive Relief Carve-Out. Any Party may seek temporary, preliminary, or permanent injunctive relief from a court of competent jurisdiction without posting bond.

12.5 Jury Trial Waiver. EACH PARTY IRREVOCABLY WAIVES ANY AND ALL RIGHTS TO A TRIAL BY JURY IN ANY PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT.


ARTICLE 13 — GENERAL PROVISIONS

13.1 Term. This Agreement remains in effect until the earliest of:

(a) Mutual written agreement to terminate;
(b) Dissolution and winding up of the Company;
(c) Consummation of an initial public offering; or
(d) Fewer than two Shareholders hold Shares.

13.2 Joinder. Any Person acquiring Shares after the Effective Date shall execute a joinder agreement in the form of Exhibit A.

13.3 Notices. All notices shall be in writing and deemed given when delivered personally, sent by certified mail (return receipt requested), overnight courier, or email (with confirmation), to the addresses on Schedule A.

13.4 Entire Agreement. This Agreement constitutes the entire agreement of the Parties regarding the subject matter hereof.

13.5 Amendment. This Agreement may be amended only by written instrument executed by the Company and the Majority Shareholders.

13.6 Waiver. No waiver shall be effective unless in writing and signed by the waiving Party.

13.7 Severability. Invalid provisions shall not affect the remaining provisions.

13.8 Assignment. This Agreement may not be assigned except as expressly permitted herein.

13.9 Successors and Assigns. This Agreement shall bind and benefit the Parties and their successors, heirs, executors, administrators, and permitted assigns.

13.10 Counterparts. This Agreement may be executed in counterparts. Electronic signatures are deemed originals.

13.11 Expenses. Each Party bears its own costs.

13.12 Specific Performance. Monetary damages are inadequate; the Parties are entitled to specific performance.


ARTICLE 14 — EXECUTION

IN WITNESS WHEREOF, the Parties have executed this Shareholder Agreement as of the Effective Date.

COMPANY:

[________________________________]

By: [________________________________]
Name: [________________________________]
Title: [________________________________]
Date: [__/__/____]

SHAREHOLDERS:

Shareholder 1:
[________________________________]
Signature: [________________________________]
Name: [________________________________]
Date: [__/__/____]

Shareholder 2:
[________________________________]
Signature: [________________________________]
Name: [________________________________]
Date: [__/__/____]

Shareholder 3:
[________________________________]
Signature: [________________________________]
Name: [________________________________]
Date: [__/__/____]

[Additional signature blocks as needed]


SCHEDULES AND EXHIBITS

Schedule/Exhibit Description
Schedule A Shareholder Information (Name, Address, Shares, Class)
Schedule B Agreed Value of Shares
Exhibit A Form of Joinder Agreement

ARIZONA-SPECIFIC PRACTICE NOTES

Shareholder Agreements Under Arizona Law. The ABCA provides significant flexibility for shareholder agreements governing closely held corporations:

  • A.R.S. § 10-627 — Transfer restrictions are enforceable if noted conspicuously on stock certificates; restrictions can include ROFR, ROFO, approval requirements, or prohibitions on transfer to designated persons (provided not manifestly unreasonable)
  • A.R.S. § 10-627(C) — Restrictions do not affect shares issued before adoption unless the holders are parties to the restriction agreement or voted in favor
  • A.R.S. § 10-728 — Arizona permits shareholder agreements that alter corporate governance, including elimination of the board, restriction of discretion of the board, establishment of weighted voting, and other matters
  • A.R.S. § 10-803 — Shareholders may remove directors with or without cause by majority vote
  • A.R.S. § 10-841 — The board may establish committees with delegated authority
  • A.R.S. § 10-851 — Permissive indemnification of directors and officers
  • A.R.S. § 10-852 — Mandatory indemnification of outside directors who are wholly successful

Tax Considerations.

  • Arizona imposes a flat individual income tax rate of 2.5% (effective 2024)
  • Arizona follows federal S corporation election; S corporations file Arizona Form 120S
  • Tax distributions should account for both federal and Arizona income tax obligations

Filing Requirements.

  • Arizona corporations must file annual reports with the ACC
  • Articles of incorporation filing fee: $60
  • Annual report requirements vary; check the ACC website for current deadlines

Non-Compete Enforceability. Arizona courts enforce reasonable non-competition agreements but apply strict scrutiny. Under A.R.S. § 44-101 and related case law, non-compete provisions must be reasonable in duration, geographic scope, and scope of activity.


SOURCES AND REFERENCES

  • Arizona Business Corporation Act (A.R.S. Title 10): https://www.azleg.gov/arsDetail/?title=10
  • A.R.S. § 10-627 (Transfer Restrictions): https://www.azleg.gov/ars/10/00627.htm
  • A.R.S. § 10-1302 (Dissenters' Rights): https://www.azleg.gov/ars/10/01302.htm
  • Arizona Corporation Commission: https://azcc.gov/corporations/fee-and-payment-info

This template is provided by ezel.ai for informational purposes only. It does not constitute legal advice. Consult a licensed Arizona attorney before executing this agreement.

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About This Template

Corporate documents govern how a company makes decisions, records them, and handles disputes between owners, directors, and officers. Proper corporate paperwork is what lets a business take advantage of limited liability, pass clean audits, and survive an acquisition or investor review. Skipping formalities like written resolutions and signed consents is one of the fastest ways for a business owner to lose personal asset protection.

Important Notice

This template is provided for informational purposes. It is not legal advice. We recommend having an attorney review any legal document before signing, especially for high-value or complex matters.

Last updated: March 2026