The Company Equity Share Agreement is a crucial document in Indian corporate law, used when companies issue new shares, transfer existing shares, or restructure their shareholding pattern. It is essential for private companies, startups seeking investment, and established companies undergoing ownership changes. The agreement must comply with the Companies Act, 2013, SEBI regulations, and other relevant Indian legislation. This document typically includes detailed provisions about share valuation, transfer procedures, shareholder rights, board representation, and exit mechanisms. It is particularly important in scenarios involving multiple rounds of funding, strategic investments, or employee stock ownership plans. The agreement serves as a foundational document that governs the relationship between shareholders and protects the interests of all parties involved while ensuring regulatory compliance.
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1. Parties: Identifies all parties to the agreement including the company, existing shareholders, and new shareholders
2. Background: Sets out the context of the agreement, including company details and purpose of share issuance/transfer
3. Definitions: Defines key terms used throughout the agreement for clarity and legal certainty
4. Share Details: Specifies the number, class, and value of shares being issued or transferred
5. Consideration: Details the payment terms and consideration for the shares
6. Representations and Warranties: Statements of fact and assurances from both parties regarding their capacity, authority, and share status
7. Transfer Process: Steps and requirements for completing the share transfer/issuance
8. Shareholders' Rights: Basic rights attached to the shares including voting, dividends, and participation
9. Board Composition: Structure and composition of the board of directors post-transaction
10. Restrictive Covenants: Restrictions on share transfers and anti-dilution provisions
11. Confidentiality: Obligations regarding confidential information
12. Governing Law and Jurisdiction: Specifies Indian law as governing law and relevant jurisdiction for disputes
13. Notices: Process for sending formal communications between parties
14. General Provisions: Standard boilerplate clauses including amendments, severability, and entire agreement
1. Tag-Along Rights: Include when minority shareholders need protection to sell their shares alongside majority shareholders
2. Drag-Along Rights: Include when majority shareholders need the right to force minority shareholders to join in sale of company
3. Pre-emptive Rights: Include for rights to participate in future funding rounds
4. Put and Call Options: Include when parties want rights to force sale/purchase of shares under specific conditions
5. Strategic Rights: Include for strategic investors requiring special voting or veto rights
6. Exit Rights: Include when investors require specific exit mechanisms or IPO rights
7. Non-Compete Provisions: Include when shareholders are also involved in business operations
8. Employee Share Provisions: Include for agreements involving employee share schemes or ESOPs
9. Foreign Investment Compliance: Include when foreign investors are involved, addressing FEMA compliance
1. Share Certificate Details: Copy of share certificates or details of dematerialized shares
2. Capitalization Table: Pre and post-transaction shareholding pattern of the company
3. Company Information: Key corporate information including registration details, licenses, and material contracts
4. Board Resolutions: Copies of relevant board resolutions approving the share transfer/issuance
5. Shareholder Resolutions: Copies of relevant shareholder resolutions
6. Valuation Report: Independent valuation report for the shares (if applicable)
7. Due Diligence Report: Summary of legal and financial due diligence findings
8. Compliance Certificates: Statutory compliance certificates and regulatory approvals
9. Transfer Forms: Required statutory forms for share transfer/issuance
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