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Buy-Sell Agreement (Equity)

A buy-sell agreement (equity) is a contract among a company's owners that establishes what happens to an owner's shares upon a triggering event such as death, disability, or a desired sale, including how the shares will be valued and who has the right to purchase them. Use this when co-owners of a company want a signed agreement in advance governing what happens to a shareholder's equity if they die, become disabled, or want to sell — including a right of first refusal for the remaining owner and an agreed way to value the shares. This is a starting draft only, not tax or legal advice; buy-sell arrangements interact with estate planning, insurance funding, and securities law in ways that vary by jurisdiction, so have a lawyer and accountant review the final terms before signing.

What's included

A ready-to-use buy-sell agreement (equity) with signature fields already placed for Shareholder A and Shareholder B. Fill in the bracketed details (like [Company Name] or [Date]) using Docracy's built-in text editor, then send it out for signature.

This is a general template for informational purposes only and does not constitute legal advice. Consult a qualified attorney to review it for your specific situation and jurisdiction before use.

Key clauses

  • Triggering events, such as death, disability, voluntary exit, or termination
  • Right of first refusal for remaining owners or the company
  • Valuation method for the shares
  • Payment terms and funding, such as installments or insurance proceeds
  • Restrictions on transfers to outside parties
  • Dispute resolution procedure

What you'll fill in

[Company Name][Shareholder 1 Name][Shareholder 2 Name][Number of Shares][Valuation Method][Purchase Price or Formula][Triggering Event][Payment Terms][Effective Date]

Legal summary

Signing this agreement obligates the parties to follow an agreed process for buying and selling an owner's equity when a triggering event occurs, instead of negotiating terms from scratch under pressure. It gives remaining owners, or the company itself, the right to purchase a departing owner's shares at a pre-agreed valuation and sets the payment terms for that purchase.

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FAQ

Is this Buy-Sell Agreement (Equity) legally binding?

Signing through Docracy uses a simple electronic signature (SES), which is legally recognized for everyday business agreements under laws like the U.S. ESIGN Act and the EU's eIDAS regulation. This is a general template, not legal advice — for high-stakes or regulated agreements, have a qualified attorney review it for your situation.

Who needs to sign this Buy-Sell Agreement (Equity)?

This template includes signature fields for Shareholder A and Shareholder B — already placed, so you just fill in the details and send.

Can I edit this Buy-Sell Agreement (Equity) before sending it?

Yes — Docracy's editor lets you edit the text, add or remove signature fields, redact sections, and reorder pages before you send it.

Do I need an account to send this Buy-Sell Agreement (Equity)?

No — it's free for up to 2 signers with no account required. Create a free account only if you want to save it to a dashboard or reuse it later.

Try it with an AI assistant

Paste one of these into ChatGPT, Claude, or your assistant of choice:

“Explain the difference between a cross-purchase and an entity-purchase buy-sell structure.”

“Help me fill out a Buy-Sell Agreement for two co-founders with equal equity.”

“What valuation methods are commonly used in a Buy-Sell Agreement, and which fits a small private company?”

Why teams start with Docracy

✓ Designed for ESIGN, UETA & eIDAS
SES e-signatures built to support U.S. and EU frameworks. We don't verify identity — see /trust for the honest disclosure.
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✓ Secure by default
Timestamped audit trail on every document; infrastructure runs on Cloudflare (SOC 2 Type II, ISO 27001). Docracy itself does not claim SOC 2 yet.
✓ Independently verifiable
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✓ API & integrations
Zapier and an MCP connector for Claude, ChatGPT, and other AI assistants.
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