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Shareholder Investment Agreement
"I need a Shareholder Investment Agreement for a Series A investment round of PKR 50 million in my Pakistani technology startup, with specific provisions for foreign investors and anti-dilution protection."
1. Parties: Identification of all parties to the agreement including the Company, existing shareholders, and new investor(s)
2. Background: Context of the investment, company's business, and purpose of the agreement
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Investment Terms: Details of the investment amount, share class, valuation, and payment terms
5. Completion: Conditions precedent, completion mechanics, and timing of the investment
6. Warranties and Representations: Warranties from the company, existing shareholders, and new investors
7. Management and Control: Board composition, management structure, and decision-making processes
8. Reserved Matters: Actions requiring special approval from investors or specific shareholder groups
9. Share Transfer Restrictions: Limitations on transfer of shares and procedural requirements
10. Pre-emptive Rights: Rights of first refusal on new share issuances
11. Tag and Drag Rights: Co-sale rights and forced sale provisions
12. Exit Rights: Provisions regarding IPO, strategic sale, and other exit mechanisms
13. Information Rights: Investor information and inspection rights
14. Confidentiality: Protection of confidential information and trade secrets
15. Term and Termination: Duration of the agreement and termination provisions
16. General Provisions: Standard boilerplate clauses including notices, governing law, and dispute resolution
1. Anti-dilution Protection: Protection against share value dilution, used when requested by sophisticated investors
2. Shariah Compliance: Specific provisions ensuring compliance with Islamic law, included when required by investors or company policy
3. Employee Stock Option Pool: Provisions for employee share schemes, included when company plans to implement ESOP
4. Non-compete and Non-solicitation: Restrictions on competitive activities, included for key shareholders
5. Founder Commitments: Specific obligations for founders, included when founders remain active in business
6. Foreign Investment Provisions: Special provisions for foreign investors' compliance with Pakistani laws, included with foreign investors
7. Put Option Rights: Rights to force company/other shareholders to buy shares, included for minority protection
8. Strategic Rights: Special rights for strategic investors, included when strategic partner is investing
1. Schedule 1: Company Information: Details of company registration, share capital, and existing shareholders
2. Schedule 2: Subscription Details: Detailed breakdown of investment amount, share numbers, and pricing
3. Schedule 3: Warranties: Comprehensive list of warranties given by the company and existing shareholders
4. Schedule 4: Reserved Matters: Detailed list of actions requiring special approval
5. Schedule 5: Completion Requirements: Checklist of documents and actions required for completion
6. Schedule 6: Board Conduct: Procedures for board meetings and decision-making
7. Schedule 7: Business Plan: Company's business plan and financial projections
8. Appendix A: Share Capital Table: Pre and post-investment shareholding structure
9. Appendix B: Form of Deed of Adherence: Template for new shareholders joining the agreement
Authors
Technology
Manufacturing
Financial Services
Healthcare
Real Estate
Energy
Telecommunications
Retail
E-commerce
Agriculture
Education
Construction
Professional Services
Media and Entertainment
Logistics and Transportation
Legal
Finance
Corporate Development
Compliance
Executive Leadership
Board of Directors
Investment
Corporate Secretarial
Risk Management
Strategic Planning
Chief Executive Officer
Chief Financial Officer
Company Secretary
Legal Counsel
Corporate Lawyer
Investment Manager
Board Director
Managing Director
Finance Director
Compliance Officer
Investment Analyst
Corporate Development Manager
Business Development Director
Venture Capital Associate
Private Equity Manager
Company Founder
General Counsel
Financial Controller
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