Add new shareholders under your existing rules

A company can run into trouble when a person receives or buys shares but has not formally agreed to the existing shareholder rules. That can create uncertainty around voting, transfers, confidentiality, drag or tag rights, or other obligations already agreed between current shareholders. A deed of adherence is used to bind the incoming shareholder to those existing arrangements. It is especially useful where your shareholders' agreement expects new holders to sign on before their position is fully recognised under the wider governance setup.

The document usually confirms that the incoming shareholder agrees to be bound by an existing shareholders' agreement, constitution, or both, from the date they join. It may identify the relevant company, the new holder, the agreement being adopted, and any defined terms needed to connect the deed to the underlying documents. In some cases, the drafting also needs to reflect different share classes or the capacity in which the person is signing. The exact wording depends on the documents already in place and how the shares are being issued or transferred.

The drafting usually turns on the documents your company already has and the way the new shareholder is joining. For example, we may need to check whether there is an existing shareholders' agreement, whether the constitution contains related requirements, whether there are different classes of shares, and whether the incoming holder is an individual, trust, or company. If the underlying documents are inconsistent or outdated, that may affect the wording needed. This service deals with the deed itself rather than a full rewrite of the broader governance documents.

A template can be risky if it does not match the agreement the new shareholder is meant to adopt. Even a short deed can fail if it refers to the wrong parties, misses the correct defined document, or does not fit the way your company records share rights and obligations. Problems often only appear later, such as during a sale, dispute, or capital raise, when someone asks whether the incoming shareholder was properly bound. A tailored draft is useful where your company has custom shareholder terms or more than one governing document.

Timing depends on how quickly we receive the existing company documents and whether they clearly support the new shareholder joining. If the shareholders' agreement or constitution is straightforward, the deed is usually a relatively contained drafting task. If there are inconsistencies, missing documents, or unusual share rights, extra legal work may be needed before the wording is settled. After you instruct us, we will confirm what documents we need, review them, and then prepare the deed or provide comments on the version you already have.

Submit an enquiry on this page or click 'Get started'. One of our legal consultants will review it within 1 business day and get in touch to understand what you need.

Your consultant will then email you a fixed-fee quote setting out the cost, scope and timing. If you're happy with it, you can accept the quote and sign our engagement letter online.

Once you've accepted, one of our Australian-qualified lawyers will work with you to complete your project. They'll contact you by email or phone if they need anything.

Sprintlaw works on fixed-fee pricing wherever possible, so you can review the scope and cost before you decide whether to proceed. For the Deed Of Adherence service, pricing starts from $900.00.

After you enquire, a legal consultant will confirm what is included, the expected timing and whether any extra work is needed before you engage us.

We work online, so we can help wherever you are in New Zealand. Our team works remotely, mainly from Australia.

Your work is done by our Australian-qualified lawyers, who hold Australian practising certificates and specialise in business law. None of them are New Zealand lawyers or hold a New Zealand practising certificate.

Sprintlaw NZ Limited is a legal consultancy, not a law firm, and is not regulated by the New Zealand Law Society. We don't act in court or tribunal matters, conveyancing (including leases and business sales) or other reserved areas of work. Communications with Sprintlaw are unlikely to be protected by legal professional privilege. We still keep everything confidential under our engagement letter.