The best shareholders agreement template for Saudi LLC partners: how to choose the source
A shareholders agreement decides who controls the company and how each partner can leave it. A certified template is a good starting point, and a lawyer's review is worth paying for whenever the money is large or the stakes are unequal.
The articles of association prove the company exists and record the partners' shares, but they rarely answer the hard questions that surface years later: who decides when the partners are deadlocked? May one of them sell his stake to an outsider? When are profits distributed? What happens if a partner wants to leave or dies? A shareholders agreement answers these questions. It is a private contract between the partners that complements the articles and does not replace them.
Because this agreement settles control of the company and the value of each stake on exit, it is one of the highest-stakes documents in a business's life. This guide does not explain its clauses, since the LLC shareholders agreement guide does that. It helps you choose the source: when a certified template is enough, when you need a lawyer, and what each option available today offers.
Get the F-02 Shareholders AgreementWhat partners need and the criteria that matter
Whatever source you choose, template, lawyer or tool, it must give you an agreement that clearly answers seven things. Use them as the yardstick before price:
- Deadlock: what happens when the partners are evenly split and no majority is available? A good agreement sets a ladder that starts with negotiation, then mediation, then a decisive mechanism such as a buy-sell clause, ending in arbitration. This is necessary, not optional, if you are two partners with equal shares.
- Share transfer and pre-emption: a partner who wants to sell must first offer the stake to the other partners on the same terms before any outsider.
- Exit: tag-along, which protects the minority when the majority sells; drag-along, which protects the majority when a serious offer for the whole company arrives; and the rules for a partner's withdrawal, death or incapacity and how the stake is valued and paid.
- Vesting where relevant: if a partner's stake is in return for work rather than money, tie it to time or milestones so they do not keep all of it after leaving early.
- Governance and reserved matters: who manages the company, what the manager decides alone, and what needs a higher majority or unanimity, such as a capital increase, borrowing above a set limit, selling a material asset, or admitting a new partner.
- The dispute forum: a named court or arbitration centre, such as the Saudi Center for Commercial Arbitration, not a vague phrase.
- The Arabic text: an agreement relied on before a Saudi body needs Arabic wording, and if one of you does not read Arabic, a bilingual text with a clause making the Arabic prevail on divergence is the safer choice.
The options you really have, and who each suits
The information about other companies below was taken from their public pages on 3 October 2026, and what a site says about itself is attributed to it.
- Government platforms: the company is incorporated through the Ministry of Commerce platform, and the Mwathiq service lets you notarise the incorporation contract. But no government body issues a shareholders agreement; it is a private contract between you.
- Free downloads: useful for learning which clauses should be there. Their usual limits: no update date, an unknown author, and many are translated from another environment and leave out deadlock or exit. On their own they do not suit a document that decides control of your company.
- Sighaty F-02: a template certified under the name of a licensed Saudi lawyer, in Arabic and English in one document, covering management, profit distribution, transfer restrictions, dispute resolution and exit; you fill in your details through a smart questionnaire and a Word file comes out in minutes. A strong starting point, not bespoke drafting for your case.
- Hoquqi, a Saudi law firm: its published registry lists a partners agreement and a share assignment at 150 to 200 riyals, shown as available. But we did not find them for sale in its store on 3 October 2026, and the store sells consultations at 99 riyals. Its files are in Arabic and completed by hand. If the agreement goes on sale later, it is a lower-priced option, in Arabic only.
- A lawyer: Shwra lists consultations including VAT at 149 riyals for 20 minutes, 499 riyals for 20 minutes with extra features, and 999 riyals for 50 minutes with a lawyer of more than ten years' experience; drafting there runs on quotes from lawyers and covers partnership and company formation contracts. Or a law firm you engage directly. This is the better route when the stakes are unequal, a foreign or institutional investor joins, or the partners already disagree.
- AI drafting: Adel creates documents through a smart questionnaire and AI and reviews documents with risk flags, in Arabic and English, from 124 riyals a month with no VAT wording on its pricing page, and we did not find that it offers a human lawyer's review of its output. Genie AI is an international platform in English and in dollars, Pro at $75 a month; we found no Arabic output, and its terms say it does not offer legal advice. Both suit a first draft or understanding a paper a partner sends you, and a lawyer must still read the draft before signing.
Which option fits which situation
The more money or control at stake, the more a lawyer is worth. These are practical rules:
- Two or three partners, close stakes, limited capital, no disagreement: a certified template such as F-02 is enough as a starting point, filled in together with every clause discussed. A short lawyer's review before signing is a sensible addition.
- Two partners at exactly equal shares: the template still works, but focus on the deadlock clauses and show the final version to a lawyer, because a tie means any disagreement becomes a deadlock.
- Widely unequal stakes, a partner contributing work and another money, or large value at stake: start from the template to organise your thinking, then have a lawyer review or draft the reserved matters, exit and valuation clauses.
- A foreign or institutional investor coming in: the lawyer leads, since the investor usually arrives with its own paper and terms, and negotiating them is not a template's job.
- A disagreement already exists between the partners: do not start with a template. Book a lawyer first, because what you need is advice on a dispute, not a draft.
- A partner who does not read Arabic: choose a source that produces matched Arabic and English text, not an after-the-fact translation.
Sighaty's place: F-02 and its neighbours, and what it will not do
The F-02 Shareholders Agreement is a complex template at 329 riyals as a single purchase, and it is included in the Startup Pack at 899 riyals one-time, in Essential at 99 riyals a month, and in Professional at 249 riyals a month. Prices include 15 percent VAT. The agreement does not work alone; these are its neighbours in the catalogue:
- F-06 Share Transfer Agreement: when a partner sells or assigns a stake under the agreement's restrictions.
- F-07 Capital Increase Resolution: when a new partner comes in or the partners inject more money.
- F-08 Dividend Distribution Resolution: to apply the distribution rule you agreed once the financial statements are approved.
- F-05 Manager Appointment and Authority Matrix: to turn the reserved matters into written limits on the manager's authority.
- F-01 Founders Agreement: if the company is not yet registered.
Business Plus at 599 riyals a month includes one 30-minute review with a licensed lawyer each calendar quarter, which you can use to have a lawyer read your draft agreement and comment on it. It is a review of a draft, not negotiation on your behalf and not a promise of any outcome.
What Sighaty does not do: it does not draft a bespoke agreement for an unusual structure, does not review a paper an investor or partner sent you, gives no advice on a live dispute and represents no one in it, and has no e-signature. Its catalogue has no investment round documents.
Test the source before you pay
- Write down together your answers on the seven criteria: deadlock, transfer, exit, vesting, reserved matters, dispute forum and language.
- Check that the document is actually for sale, not just named in a list.
- Ask who stands behind the text and when it was last updated.
- Read the deadlock and exit clauses first in any draft, since they are the first thing weak templates leave out.
- Compare the Arabic with the English if there is one, and check the prevailing-text clause.
- Decide before signing whether the company's value warrants a lawyer's review, and book it if the answer is yes.
Common mistakes
- Relying on the articles alone and postponing the shareholders agreement until a disagreement appears.
- Using a template that does not address deadlock in a company of two equal partners.
- Signing an AI-generated draft without a lawyer reading it.
- Writing the dispute forum as a vague phrase instead of naming the court or arbitration centre.
- An agreement that conflicts with the registered articles; on a conflict, what is binding under the law prevails.
- Saving on a lawyer's review when the stakes are unequal or the money is large.
The information about other companies in this guide was taken from their public pages on 3 October 2026, and prices and catalogues change, so check the current page before you decide, and if you find anything out of date or wrong, tell Sighaty support so it is corrected. Sighaty templates are certified drafts and a strong starting point, not a substitute for advice on a specific case or a live dispute, and where Arabic and English diverge the Arabic text prevails.
If yours is a case where a certified template is enough as a starting point, begin with the F-02 Shareholders Agreement, then decide whether to show it to a lawyer before signing.
Frequently asked questions
What is the best shareholders agreement template in Saudi Arabia?
No single template is best for every case. For partners with close stakes and no disagreement, a certified bilingual template that covers deadlock, share transfer and exit, such as Sighaty's F-02, is a good starting point. When stakes are unequal, a foreign or institutional investor joins, or you already disagree, a lawyer is the better route, and can start from the template.
Do the articles of association replace a shareholders agreement?
No. The articles are a brief official document that proves the company and the shares exist, and they rarely deal with deadlock, exit or sale restrictions. A shareholders agreement is a private contract that complements them, and if its terms conflict with the registered articles or the law, what is binding under the law prevails.
How much does a lawyer charge to draft a shareholders agreement in Saudi Arabia?
Full drafting is usually by quote. On Shwra, for example, you request drafting and lawyers submit offers, and consultations run from 149 riyals for 20 minutes to 999 riyals for 50 minutes including VAT, according to its page on 3 October 2026. Starting from a certified template and then asking for a review is usually cheaper than drafting from scratch.
Can I use AI to write a shareholders agreement?
Tools such as Adel or Genie AI can produce a fast first draft, but this agreement decides control of the company and the value of the stakes, so a lawyer must read it before signing. We did not find that either tool offers a human lawyer's review of its output, and we found no Arabic output from Genie AI.
We are two partners with equal shares. Do we need a shareholders agreement?
This is the case that needs one most, because equal shares mean any disagreement can become a permanent deadlock no majority can break. Deadlock clauses such as negotiation, then mediation, then a buy-sell mechanism, then arbitration become necessary. Start from a certified template and show the final version to a lawyer.
This guide was prepared and reviewed by a lawyer licensed in the Kingdom. The content is general guidance, not legal advice; consult a licensed lawyer for your specific case. Where an Arabic and an English text exist, the Arabic text prevails.