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Startup Shareholder Agreement
I need a Startup Shareholder Agreement for my Hong Kong technology company with three co-founders and two Silicon Valley venture capital investors, including provisions for future funding rounds and an IPO exit strategy by January 2025.
1. Parties: Identification of all shareholders and the company
2. Background: Context of the agreement, including company formation and purpose
3. Definitions: Key terms used throughout the agreement
4. Share Capital and Shareholders: Details of share classes, numbers, and ownership percentages
5. Share Transfer Restrictions: Rules governing the transfer of shares, including right of first refusal
6. Management and Decision Making: Corporate governance structure, board composition, and voting rights
7. Reserved Matters: Decisions requiring special majority or unanimous consent
8. Shareholders' Meetings: Procedures for conducting shareholders' meetings and voting
9. Dividend Policy: Framework for declaring and distributing dividends
10. Information Rights: Shareholders' rights to company information and financial reports
11. Deadlock Resolution: Procedures for resolving fundamental disagreements
12. Confidentiality: Protection of company and shareholder confidential information
13. Term and Termination: Duration of agreement and circumstances for termination
14. General Provisions: Standard boilerplate clauses including notices, amendments, governing law
1. Drag Along Rights: Rights forcing minority shareholders to join in sale of company, typically included for VC-backed startups
2. Tag Along Rights: Rights allowing minority shareholders to join in sale of majority stake, typically included for investor protection
3. Anti-dilution Protection: Provisions protecting investors from dilution in future funding rounds, included when preferred shares are issued
4. Employee Share Option Pool: Framework for employee share schemes, included when company plans to offer equity incentives
5. Founder Commitments: Specific obligations of founders including non-compete and time commitment, included when founders are active in business
6. Intellectual Property Rights: Assignment and protection of IP, especially important for technology startups
7. Exit Strategy: Provisions regarding IPO or trade sale, included when early exit is contemplated
1. Schedule 1: Share Capital Table: Detailed breakdown of shareholding structure
2. Schedule 2: Deed of Adherence: Template for new shareholders to join the agreement
3. Schedule 3: Reserved Matters List: Comprehensive list of decisions requiring special approval
4. Schedule 4: Company Business Plan: Initial business plan and key milestones
5. Schedule 5: Share Valuation Methodology: Agreed method for valuing shares in transfer scenarios
6. Appendix A: Board Composition: Current and proposed board structure
7. Appendix B: Key Management Positions: List of key management roles and responsibilities
Authors
Technology
E-commerce
Financial Technology
Biotechnology
Software Development
Manufacturing
Retail
Healthcare
Education Technology
Clean Technology
Artificial Intelligence
Digital Media
Professional Services
Legal
Executive
Finance
Compliance
Corporate Governance
Board of Directors
Company Secretariat
Investment Relations
CEO
Founder
Co-Founder
Chief Legal Officer
General Counsel
Company Secretary
Chief Financial Officer
Board Director
Venture Capital Partner
Angel Investor
Corporate Lawyer
Investment Director
Compliance Officer
Chief Operating Officer
Executive Director
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