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Advisory Shares Agreement

Advisory Shares Agreement Template for Nigeria

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Key Requirements PROMPT example:

Advisory Shares Agreement

"I need an Advisory Shares Agreement for our Nigerian fintech startup, where we're bringing on a senior tech executive as an advisor who will receive 2% of company shares vesting over 3 years starting March 2025, with standard non-compete and confidentiality provisions."

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Document background
The Advisory Shares Agreement is a crucial document for companies in Nigeria seeking to attract and retain experienced advisors by offering equity compensation instead of or in addition to cash payments. This agreement type is particularly valuable for startups and growing companies that want to conserve cash while benefiting from expert guidance. The document must comply with Nigerian corporate law, particularly CAMA 2020, and typically includes detailed provisions about the advisory services, share vesting schedule, confidentiality requirements, and termination conditions. It's essential for companies to carefully structure these agreements to ensure proper alignment with their corporate objectives while maintaining compliance with relevant securities regulations and tax implications.
Suggested Sections

1. Parties: Identifies the company and the advisor, including their full legal names and addresses

2. Background: Explains the context of the agreement, including the company's desire to engage the advisor and the advisor's qualifications

3. Definitions: Defines key terms used throughout the agreement

4. Appointment and Term: Details the advisor's appointment, role, and duration of the advisory relationship

5. Advisory Services: Specifies the scope of services to be provided by the advisor

6. Share Compensation: Details the number of shares, vesting schedule, and terms of share issuance

7. Vesting Terms: Specifies the vesting schedule, cliff period, and acceleration provisions

8. Advisor's Obligations: Outlines the advisor's duties, commitments, and performance expectations

9. Company's Obligations: Details the company's responsibilities and commitments

10. Representations and Warranties: Contains statements of fact and promises by both parties

11. Confidentiality: Establishes confidentiality obligations and protection of proprietary information

12. Intellectual Property: Addresses ownership and rights to intellectual property created during the advisory relationship

13. Termination: Specifies conditions and procedures for ending the agreement

14. General Provisions: Includes standard legal provisions such as governing law, notices, and amendment procedures

Optional Sections

1. Non-Competition: Restricts advisor from competing with the company - include when advisor has access to sensitive competitive information

2. Non-Solicitation: Prevents advisor from soliciting company employees or customers - include for senior advisors

3. Share Transfer Restrictions: Additional restrictions on transfer of shares - include for early-stage companies

4. Tag-Along Rights: Gives advisor right to join in sale of shares by major shareholders - include for significant advisory roles

5. Drag-Along Rights: Requires advisor to join in sale of company - include when company anticipates future sale

6. Board Observer Rights: Grants advisor right to attend board meetings - include for strategic advisors

7. Dispute Resolution: Specifies arbitration or mediation procedures - include when parties prefer alternative dispute resolution

8. Insurance: Requirements for professional liability insurance - include for high-risk advisory roles

Suggested Schedules

1. Schedule A - Services Description: Detailed description of advisory services to be provided

2. Schedule B - Share Vesting Schedule: Detailed timeline and conditions for share vesting

3. Schedule C - Company Information: Details of company's share capital and existing shareholders

4. Schedule D - Share Rights and Restrictions: Detailed terms of the shares being issued

5. Appendix 1 - Share Certificate: Pro forma share certificate to be issued

6. Appendix 2 - Board Resolution: Copy of board resolution approving the advisory appointment and share issuance

7. Appendix 3 - Deed of Adherence: Form of deed to be signed by advisor agreeing to company's shareholders agreement

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








































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Relevant Industries

Technology and Software

Financial Services

Healthcare and Biotech

E-commerce

Telecommunications

Manufacturing

Professional Services

Energy and Clean Technology

Agriculture Technology

Educational Technology

Real Estate

Media and Entertainment

Relevant Teams

Legal

Finance

Corporate Secretariat

Executive Leadership

Business Development

Human Resources

Compliance

Corporate Development

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Corporate Secretary

Business Development Director

Industry Expert

Technical Advisor

Strategic Consultant

Board Advisor

Investment Advisor

Technology Advisor

Market Entry Specialist

Senior Executive Advisor

Growth Strategy Consultant

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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