The Share Ownership Agreement is a fundamental document used in Indian corporate structuring to establish and regulate the relationship between shareholders in a company. This agreement becomes particularly important when companies have multiple shareholders, are seeking investment, or need to establish clear governance mechanisms. The document, which must comply with Indian corporate laws including the Companies Act 2013 and relevant SEBI regulations, typically includes provisions for share transfers, voting rights, board representation, dispute resolution, and exit mechanisms. It's essential for both private and public companies, especially during funding rounds, restructuring, or when establishing joint ventures. The agreement helps prevent potential conflicts by clearly defining shareholders' rights and obligations while ensuring compliance with Indian regulatory requirements.
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1. Parties: Identification of all shareholders and the company entering into the agreement
2. Background: Context of the agreement, including company details and purpose of the arrangement
3. Definitions: Detailed definitions of terms used throughout the agreement
4. Share Capital Structure: Details of the company's share capital, classes of shares, and shareholding pattern
5. Rights and Obligations of Shareholders: Core rights and duties of shareholders, including voting rights and dividend rights
6. Transfer Restrictions: Restrictions on the transfer of shares, including right of first refusal and tag-along rights
7. Board Composition and Management: Structure of the board, appointment rights, and management provisions
8. Reserved Matters: List of decisions requiring special majority or unanimous consent
9. General Meetings: Procedures for shareholder meetings and voting mechanisms
10. Dispute Resolution: Procedures for resolving disputes between shareholders
11. Term and Termination: Duration of the agreement and circumstances for termination
12. Confidentiality: Obligations regarding confidential information
13. Governing Law and Jurisdiction: Applicable law and jurisdiction for dispute resolution
1. Pre-emptive Rights: Rights of existing shareholders to maintain their percentage ownership in case of new share issuance
2. Drag-Along Rights: Right of majority shareholders to force minority shareholders to join in the sale of the company
3. Non-Compete and Non-Solicitation: Restrictions on shareholders competing with the company or soliciting employees/customers
4. Exit Mechanisms: Specific provisions for IPO, strategic sale, or other exit options
5. Deadlock Resolution: Specific procedures for resolving deadlock situations in decision-making
6. Share Valuation: Methodology for valuing shares in case of transfers or exits
7. Foreign Investment Compliance: Special provisions for compliance with foreign investment laws if foreign shareholders are involved
8. Anti-Dilution Protection: Protection for certain shareholders against dilution in down-rounds
1. Schedule 1 - Share Capital and Shareholding Pattern: Detailed breakdown of share capital structure and current shareholding
2. Schedule 2 - Initial Business Plan: Company's business plan and financial projections
3. Schedule 3 - Reserved Matters List: Comprehensive list of matters requiring special approval
4. Schedule 4 - Share Transfer Procedures: Detailed procedures and forms for share transfers
5. Schedule 5 - Deed of Adherence: Template for new shareholders to become bound by the agreement
6. Schedule 6 - Company's Articles of Association: Copy of or reference to the company's articles of association
7. Schedule 7 - Valuation Methodology: Detailed methodology for share valuation
8. Schedule 8 - Board and Committee Structure: Detailed structure and composition of board and committees
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