Get a share buy in agreement for your company

A share buy in can look simple at a commercial level but still create legal issues if the document does not match the company structure or the deal actually agreed. Problems often arise around the number or class of shares, payment timing, voting or dividend rights, pre-emptive rights, and what must happen before completion. If the agreement does not line up with the company records or an existing shareholders agreement, the parties can end up arguing about whether the buyer has properly come in and on what terms.

Most share buy in agreements set out who is buying in, what shares are being issued or transferred, the price, how payment will be made, and any conditions that must be satisfied before the deal completes. The document may also cover warranties, restrictions on transfer, rights attaching to the shares, and how the agreement interacts with existing governance documents. In some matters, there are related completion steps such as board approvals, updates to company records, or a deed of adherence if the incoming shareholder must join an existing shareholders agreement.

Key factors include whether the buyer is receiving newly issued shares or existing shares, whether there are different share classes, and whether the company already has a constitution or shareholders agreement in place. It also matters whether the incoming shareholder will be passive, operationally involved, or taking on a director role. Completion steps can depend on the company records and any existing shareholder arrangements, so those documents are often important to review early. Tax and accounting consequences may need separate advice where price allocation or funding structure is significant.

Sometimes a template can help you spot the broad headings, but it often will not deal properly with the actual mechanics of your transaction. A buy in may involve existing transfer restrictions, consent requirements, different rights attaching to shares, or linked documents that a generic form does not address. That is where businesses can run into trouble, especially if the wording assumes a simple issue of ordinary shares when the company records say something different. A tailored agreement is usually more useful where the ownership structure is not completely standard.

Timing depends on how settled the commercial terms are and whether the underlying company documents are readily available. If the key points are already agreed and the records are in order, the agreement can usually be prepared more quickly. If there are gaps in the company records, uncertainty about existing shareholder rights, or unresolved completion steps, extra clarification may be needed before the document is finalised. This service covers the agreement work described on the page, but not full transaction management, post-completion administration, or ongoing representation.

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 Share Buy In Agreement 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.