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Company Buy Sell Agreement Template for India

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Key Requirements PROMPT example:

Company Buy Sell Agreement

"I need a Company Buy Sell Agreement for my technology startup with 4 co-founders, incorporating life insurance funding and specific valuation methods for share transfers, to be effective from March 2025."

Document background
The Company Buy Sell Agreement serves as a critical governance document for Indian companies, providing a predetermined framework for handling ownership transitions and share transfers. It becomes essential when companies need to manage scenarios such as shareholder exits, succession planning, or dispute resolution. The agreement, structured under Indian corporate law, typically includes detailed provisions for share valuation, payment terms, transfer restrictions, and triggering events. It helps prevent potential conflicts by establishing clear procedures and protects the company's interests by maintaining control over ownership transfers. This document is particularly valuable for private companies, family-owned businesses, and professional corporations operating in India, where ownership stability and smooth transition mechanisms are crucial for long-term success.
Suggested Sections

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 buy-sell arrangement

3. Definitions: Detailed definitions of terms used throughout the agreement

4. Transfer Restrictions: General restrictions on transfer of shares and exceptions

5. Triggering Events: Events that trigger the buy-sell provisions (death, disability, retirement, termination, etc.)

6. Valuation Mechanism: Method for determining the purchase price of shares

7. Purchase and Sale Obligations: Rights and obligations of parties when a triggering event occurs

8. Payment Terms: Terms and conditions for payment of purchase price

9. Representations and Warranties: Standard representations and warranties from all parties

10. Confidentiality: Provisions regarding confidential information

11. Dispute Resolution: Mechanism for resolving disputes between parties

12. Governing Law and Jurisdiction: Specification of applicable law and courts

13. Notices: Process for giving formal notices under the agreement

14. Term and Termination: Duration of agreement and termination provisions

Optional Sections

1. Tag-Along Rights: Rights of minority shareholders to join in sale of shares by majority shareholders

2. Drag-Along Rights: Rights of majority shareholders to force minority shareholders to join in sale

3. Right of First Refusal: Optional if parties prefer different transfer restriction mechanisms

4. Insurance Provisions: Required if life insurance funding is used for buy-sell obligations

5. Foreign Investment Compliance: Required if foreign shareholders are involved

6. Competition Compliance: Required for large companies or transactions affecting market competition

7. Electronic Execution: Optional provisions for digital signing and record-keeping

8. Force Majeure: Optional provisions for unforeseen circumstances affecting agreement execution

Suggested Schedules

1. Schedule 1 - Shareholder Details: List of current shareholders with shareholding details

2. Schedule 2 - Company Information: Detailed company information including share capital structure

3. Schedule 3 - Valuation Formula: Detailed methodology for share valuation

4. Schedule 4 - Insurance Details: Details of insurance policies if insurance funding is used

5. Schedule 5 - Transfer Notice Format: Prescribed format for share transfer notices

6. Appendix A - Board Resolution: Copy of board resolution approving the buy-sell agreement

7. Appendix B - Deed of Adherence: Format for new shareholders to join the agreement

8. Appendix C - Share Certificate Format: Format for share certificates to be issued

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions





































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Relevant Industries

Technology

Manufacturing

Professional Services

Retail

Healthcare

Real Estate

Financial Services

Construction

Agriculture

Entertainment

Education

Logistics

Consulting

Hospitality

Relevant Teams

Legal

Finance

Corporate Secretarial

Compliance

Risk Management

Board Secretariat

Corporate Governance

Strategic Planning

Business Development

Relevant Roles

CEO

Managing Director

Company Secretary

Chief Financial Officer

Legal Counsel

Corporate Lawyer

Board Member

Shareholder

Business Owner

Managing Partner

Finance Director

Compliance Officer

Risk Manager

Corporate Governance Officer

Business Development Director

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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