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The Stakeholders Agreement serves as a foundational document for businesses operating in Saudi Arabia, establishing the framework for stakeholder relationships and corporate governance. It is particularly crucial when multiple parties invest in or own shares in a business entity, whether in a startup, family business, or established corporation. The agreement must comply with Saudi Companies Law, the Foreign Investment Law (where applicable), and Sharia principles, while addressing key aspects such as ownership rights, management control, profit sharing, and dispute resolution mechanisms. This document becomes essential during company formation, new investor entry, corporate restructuring, or when formalizing existing stakeholder arrangements, providing clarity and protection for all parties involved.

1. Parties: Identification of all stakeholders, including full legal names, addresses, and registration details

2. Background: Context of the agreement, including company information and purpose of the arrangement

3. Definitions and Interpretation: Defined terms and interpretation rules, including Sharia-compliant terminology where relevant

4. Purpose and Scope: Objectives of the agreement and scope of stakeholder relationships

5. Shareholding Structure: Details of shareholding percentages, classes of shares, and ownership rights

6. Capital Contributions: Initial and future capital contributions, including timing and nature of contributions

7. Management and Control: Governance structure, board composition, and decision-making processes

8. Shareholders' Rights and Obligations: Detailed rights and responsibilities of stakeholders, including voting rights

9. Transfer of Shares: Rules and restrictions on share transfers, including right of first refusal and tag-along rights

10. Dividend Policy: Framework for profit distribution and dividend declarations

11. Reserved Matters: Decisions requiring special majority or unanimous approval

12. Deadlock Resolution: Procedures for resolving fundamental disagreements between stakeholders

13. Confidentiality: Protection of confidential information and trade secrets

14. Non-Competition and Non-Solicitation: Restrictions on competitive activities and employee solicitation

15. Term and Termination: Duration of agreement and circumstances for termination

16. Dispute Resolution: Mechanisms for dispute resolution, including reference to Saudi courts or arbitration

17. Governing Law: Confirmation of Saudi law application and Sharia compliance