United States · Michigan

Free shareholder agreement template for Michigan corporations

A statute-aware drafting starter for Michigan shareholders’ agreements. Covers share transfer restrictions, pre-emptive rights, drag-along, tag-along, board composition, deadlock, and exit mechanics, with MICA references built in.

Governing statute
Michigan Business Corporation Act, MCL § 450.1101 et seq.
Statute familyMICA
FormatEditable Word and print-ready PDF
Use caseDrafting starter / counsel review baseline
At a glance
  • Share transfer restrictions and ROFR/ROFO mechanics under MICA
  • Pre-emptive rights, drag-along, and tag-along baseline provisions
  • Board composition, director nomination, and deadlock resolution
  • Valuation mechanics, put/call rights, and exit triggers
  • Editable Word and print-ready PDF format

What the template covers

The Michigan shareholders’ agreement template provides a working baseline for the corporation’s ownership relationships:

  • Share transfer restrictions: rights of first refusal and rights of first offer, third-party transfer mechanics, permitted transfers to affiliates.
  • Pre-emptive rights: the right of existing shareholders to maintain their proportional ownership in future issuances.
  • Drag-along & tag-along: majority drag rights to force a sale, and minority tag rights to participate in a sale.
  • Board composition: director nomination rights, observer rights, and committee composition.
  • Deadlock resolution: Texas shootout, Russian roulette, and other deadlock-breaking mechanisms.
  • Exit mechanics: put/call rights, valuation formulas, mandatory transfer events (death, disability, departure).

MICA considerations

For Michigan corporations under Michigan Business Corporation Act, MCL § 450.1101 et seq., the agreement should be cross-referenced against the controlling statute. Canadian USA-style agreements may modify directors’ powers; US state-level agreements generally cannot. The template is structured to flag the MICA-specific provisions that need confirmation with counsel.

Use this as a drafting starter, not a final document

Like every template on this site, this is a baseline. Material terms, valuation formulas, drag thresholds, tag triggers, exit definitions, should be negotiated and adapted to the specific cap table, business stage, and shareholder profile. Treat the template as the skeleton, and have counsel build the substance on top.

Free download
Email me the Michigan shareholder agreement template.

We’ll send the editable Word version, a print-ready PDF, and the MICA statute references so you can adapt the template for your situation.

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United States · Michigan
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