Shareholder Agreements Intensive

Whether you are new to the area or a seasoned professional. Understanding and Managing Shareholder Agreements is a foundational requirement for all corporate and commercial lawyers. This session will provide you with a clear understanding of the key considerations involved in drafting and reviewing shareholder agreements. You will explore possible exit strategies and succession planning mechanisms, helping you advise clients on long-term business continuity. Gain greater confidence in identifying and resolving disputes that may arise under shareholder agreements.

Wednesday, 4 March 2026
3.00pm to 4.00pm Exit Strategies and Succession Planning in Shareholder Agreements

 

  • Voluntary share transfers: how can shareholders choose to exit? Are they required to abide by any lock-in period, pre-emptive rights, or other transfer processes or restrictions?
  • Mandatory share transfers: good Leaver/Bad Leaver, death or disability, drag & tag and defaulting shareholder provisions
  • Price and value: How will shares be valued - a set price, a formula or other methodology, or independent valuation? Will different values or payment arrangements apply depending on the circumstances of the sale?
  • Post-exit obligations: what obligations can a company impose on an existing Shareholder? Non-competition, non-solicitation, confidentiality

Presented by Jessica Middleton, Special Counsel, McCaw Lewis

Learning Objectives:
  • Build an understanding of the key terms & considerations of a shareholder agreement
  • Explore possible exit strategies and succession planning in shareholder agreements
  • Gain more confidence in resolving disputes associated with shareholder agreements
2.00pm to 3.00pm Key Terms & Considerations of a Shareholder Agreement

 

  • Examine the principal terms typically included in a shareholders’ agreement
  • Explore the key considerations associated with each of those terms
  • Analysis of the circumstances in which those terms may or may not be applicable

Presented by Josh Williams, Partner, Lucy Bidwill, Senior Associate, Caleb Williams, Solicitor, Anderson Lloyd

Description

Attend and earn 3 CPD hours

4.00pm to 4.15pm Afternoon Break
4.15pm to 5.15pm Resolving Disputes Associated with Shareholder Agreements

 

  • What to include in a dispute resolution provision in a shareholders’ agreement
  • The principal advantages and disadvantages of arbitration over proceedings in the High Court
  • Buy out clauses
  • In valuing shares for a buyout, should the value be discounted to reflect that the shares are a minority shareholding?
  • Acting for a minority shareholder or a 50/50 shareholder

Presented by Bret Gustafson, Barrister, FortyEight Shortland

Chair:

Graeme Switzer, Partner, Tavendale + Partners

Presenters


Graeme Switzer, Partner, Tavendale + Partners 
Graeme specialises in mergers and acquisitions, company restructurings, securities offerings, and general corporate and commercial law. He has advised public companies, multinationals, government entities, accounting firms and medium sized enterprises and regularly advises overseas companies on New Zealand merger and acquisition transactions and broader New Zealand legal matters. Grame’s experience includes advising on a range of business sales and purchases for New Zealand companies and large overseas based multinationals, as well as for medium sized enterprises. Other examples of his experience include advising on joint ventures, New Zealand securities law issues related to overseas mergers, issues relating to overseas businesses setting up New Zealand branches and generally advising on a range of commercial contracts. Graeme has been practicing law since 1999.


Caleb Williams, Solicitor, Anderson Lloyd
Caleb graduated from the University of Otago in 2023 with a Bachelor of Laws with Honours. He was admitted to the bar in 2024 in Christchurch and joined Anderson Lloyd as a Solicitor in the Corporate Commercial team in January 2024. His work primarily focuses on general commercial matters, assisting clients with a range of corporate and commercial legal needs.

Bret Gustafson, Barrister, FortyEight Shortland Barristers
Bret Gustafson has practiced as a court lawyer for the last 35 years. He was a litigation partner at Kensington Swan from 2000 to 2009. In April 2009 he moved from practice as a barrister and solicitor to practice as a barrister sole. Bret was a foundation member of Fortyeight Shortland, a leading commercial barristers chamber located at Level 34 of the Vero Centre. Bret has appeared as senior counsel in the Privy Council and in two Supreme Court cases as senior counsel, winning all three. Bret has also appeared as Counsel in 17 Court of Appeal hearings and over 150 trials or substantive directions hearings in the High Court. He has argued trials and appeals in two overseas jurisdictions. He regularly advises on commercial disputes including shareholder disputes, PPSA issues and general banking and insolvency law.


Lucy Bidwill, Senior Associate, Anderson
Lucy is a Senior Associate in our corporate and commercial team and is also based in our Christchurch office. Lucy has worked in New Zealand and London and primarily advises domestic and foreign entities on mergers and acquisitions, joint ventures, investment structures and general commercial contracts. Prior to joining Anderson Lloyd, Lucy was in-house Senior Legal Counsel at a leading global private investment house. Her time in-house gave her a unique perspective on the commercial drivers and practical realities which influence business decisions, allowing her to provide advice aligned with clients’ strategic and operational needs. Before her time in-house, Lucy worked at a national law firm in New Zealand. Lucy is results driven, focusing on practical, clear and commercially focused advice. She prioritises pragmatic solutions and is committed to helping clients achieve their strategic objectives efficiently and effectively.


Josh Williams, Partner, Anderson Lloyd
Josh has a wide range of commercial expertise but has significant experience advising on mergers and acquisitions, investments, private equity transactions and other commercial transactions. He also advises clients on commercial and technology contracts, capital raisings, shareholder arrangements, joint ventures, and corporate structuring and governance. Josh is focused on understanding his clients’ commercial drivers and bringing a practical approach. He is solutions-focused and works hard to deliver positive outcomes for his clients. Josh is also one of our Climate Change & ESG specialists, and advises clients on the emissions trading scheme and a variety of arrangements involving the New Zealand carbon market. Josh is Ngāi Tahu and is proud of his whakapapa. He advises iwi, rūnanga and other Māori organisations on a variety of matters.

Jessica Middleton, Special Counsel, McCaw Lewis
For the last eleven years, Jessica has helped clients find solutions to structural, governance, and transactional issues arising throughout the life cycle of their businesses. Jessica advises across a variety of corporate and commercial issues, including sales and purchases of businesses and shares, shareholders’ agreements, structuring and governance matters, joint ventures, commercial leasing, and complex contractual arrangements. She assists a wide range of clients, including professional services firms, SMEs, and charitable trusts, as well as a range of Māori entities including Māori incorporations, PSGEs and their subsidiaries. She also has a passion for intellectual property law, with a particular focus on trademarks. Acknowledging that the legal side of business can be overwhelming and complex, Jessica believes strongly in providing practical and accessible advice, making an effort to understand her clients’ values and priorities, and delivering solutions in a way that suits their needs. Jessica serves as the Chair of the McCaw Lewis Foundation, the firm’s charitable organisation, which encourages healthy and happy children in the Waikato. Jessica was admitted in 2015 and worked in Auckland before joining McCaw Lewis in 2018. She was appointed as a Senior Associate in April 2021 and as Special Counsel in 2026.

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Shareholder Agreements Intensive

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Single Session
Wednesday, 4 March 2026
2.00pm to 5.15pm New Zealand
CPD Hours 3
$345.00
Online 20260225 20260304

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