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Stock Pledge Agreement

Stock Pledge Agreement Template for Ireland

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Key Requirements PROMPT example:

Stock Pledge Agreement

"I need a Stock Pledge Agreement under Irish law where a private equity firm is pledging 60% of shares in a technology startup as security for a €5 million loan from an Irish bank, with the agreement to take effect from March 1, 2025."

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Document background
The Stock Pledge Agreement is a crucial security document used in Irish corporate and finance transactions where shares are provided as collateral for financial obligations. It is commonly used in loan transactions, corporate restructurings, and investment arrangements where a lender or investor requires security over shares. The agreement must comply with Irish company law requirements, particularly the Companies Act 2014 and relevant financial regulations. It details the pledge arrangement, including the number and class of shares being pledged, voting rights, dividend treatment, and enforcement mechanisms. The document typically requires registration with the Companies Registration Office and may need to comply with financial collateral regulations if the pledgee is a financial institution. Key considerations include the corporate authority for the pledge, perfection requirements, and the interaction with the company's constitution and shareholders' agreement.
Suggested Sections

1. Parties: Identifies the Pledgor (shareholder), Pledgee (security recipient), and the Company whose shares are being pledged

2. Background: Describes the underlying transaction or obligation for which the pledge is being granted as security

3. Definitions and Interpretation: Defines key terms and establishes interpretation rules for the agreement

4. Pledge and Security Interest: Creates and defines the scope of the security interest in the shares

5. Representations and Warranties: Pledgor's confirmations regarding ownership, authority to pledge, and absence of encumbrances

6. Covenants: Ongoing obligations of the Pledgor regarding the pledged shares

7. Rights and Obligations During Security Period: Governs voting rights, dividends, and other corporate actions during the pledge

8. Events of Default: Defines circumstances constituting default under the agreement

9. Enforcement: Sets out the Pledgee's rights and procedures for enforcing the security

10. Power of Attorney: Grants Pledgee authority to act on Pledgor's behalf in specified circumstances

11. Notices: Specifies how formal communications between parties should be made

12. Governing Law and Jurisdiction: Confirms Irish law governance and jurisdiction for disputes

Optional Sections

1. Multiple Pledgors: Additional provisions for when shares are pledged by multiple parties

2. Tag-Along Rights: Included when minority shareholders need protection in enforcement scenarios

3. Voting Arrangements: Detailed provisions for exercise of voting rights if different from standard arrangements

4. Share Transfer Restrictions: Additional restrictions beyond standard transfer limitations

5. Security Agent Provisions: Required when pledge is granted in favor of a security agent for multiple beneficiaries

6. Further Assurance: Additional provisions for future actions to perfect or protect the security

7. Currency Provisions: Required when dealing with shares in non-Irish companies or multiple currencies

Suggested Schedules

1. Schedule 1 - Pledged Shares: Details of the pledged shares including number, class, and percentage of issued share capital

2. Schedule 2 - Form of Stock Transfer Form: Blank stock transfer form to be signed by Pledgor

3. Schedule 3 - Shareholders' Resolutions: Required corporate approvals for the pledge

4. Schedule 4 - Notice to Company: Form of notice to the Company regarding the pledge

5. Schedule 5 - Company Acknowledgment: Form of Company's acknowledgment of the pledge

6. Schedule 6 - Original Share Certificates: Copies of share certificates being pledged

7. Schedule 7 - Powers of Attorney: Form of power of attorney for enforcement purposes

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions


































Clauses




























Relevant Industries

Banking

Financial Services

Investment Management

Private Equity

Corporate Finance

Insurance

Real Estate

Technology

Manufacturing

Professional Services

Energy

Infrastructure

Healthcare

Telecommunications

Relevant Teams

Legal

Finance

Corporate Finance

Treasury

Compliance

Risk Management

Company Secretarial

Corporate Governance

Investment

Securities

Relevant Roles

Chief Financial Officer

Finance Director

Legal Counsel

Corporate Lawyer

Investment Manager

Security Trustee

Company Secretary

Risk Manager

Compliance Officer

Treasury Manager

Corporate Finance Manager

Investment Director

Banking Relationship Manager

Transaction Manager

Legal Director

Head of Corporate Finance

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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