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Startup Shareholder Agreement
"I need a Startup Shareholder Agreement for my Canadian technology startup with three co-founders, preparing for a Series A investment round in March 2025; the agreement should include vesting provisions and strong drag-along rights for future exits."
1. Parties: Identification of all shareholders and the corporation
2. Background: Context of the agreement, including company formation and purpose
3. Definitions and Interpretation: Key terms used throughout the agreement and rules of interpretation
4. Share Capital Structure: Details of authorized and issued shares, classes, and rights
5. Management and Operation: Corporate governance, board composition, and decision-making processes
6. Shareholder Rights and Obligations: Voting rights, pre-emptive rights, and general obligations of shareholders
7. Share Transfer Restrictions: Limitations on share transfers and required procedures
8. Right of First Refusal: Process for existing shareholders to purchase shares before third-party sales
9. Tag-Along Rights: Minority shareholder protection in case of majority share sale
10. Drag-Along Rights: Majority shareholders' right to force minority participation in a sale
11. Deadlock Resolution: Procedures for resolving fundamental disagreements between shareholders
12. Confidentiality: Protection of company and shareholder confidential information
13. Non-Competition and Non-Solicitation: Restrictions on competitive activities and employee solicitation
14. Dispute Resolution: Process for resolving disputes between shareholders
15. General Provisions: Standard clauses including notices, amendments, and governing law
1. Founder Vesting: Vesting schedule for founder shares, typically used when founders are still actively involved
2. Anti-Dilution Protection: Protection for early investors against future down rounds, common in startups with planned future investment rounds
3. Employee Share Option Pool: Structure and administration of employee share options, needed if company plans to offer equity to employees
4. Preferred Share Rights: Special rights for preferred shareholders, used when there are institutional or venture capital investors
5. Board Observer Rights: Rights of certain shareholders to attend board meetings without voting, often requested by major investors
6. Information Rights: Special information access rights for certain shareholders, typically for major investors
7. Registration Rights: Rights related to future public offerings, important for startups planning eventual IPO
8. Family Law Compliance: Provisions dealing with matrimonial property rights, important in family-owned businesses
1. Schedule A - Share Capital Table: Current shareholding structure including all classes of shares and their holders
2. Schedule B - Share Rights and Restrictions: Detailed description of rights attached to different share classes
3. Schedule C - Deed of Adherence: Template for new shareholders to sign and join the agreement
4. Schedule D - Reserved Matters: List of decisions requiring special shareholder approval
5. Schedule E - Fair Market Valuation Methodology: Agreed method for determining share value in various scenarios
6. Schedule F - Founding Shareholders' Particulars: Details of founding shareholders including contact information and initial contributions
7. Schedule G - Company IP Assets: List of key intellectual property owned by the company
8. Appendix 1 - Board Resolution Template: Standard format for documenting board decisions
Authors
Agreement
Annual Budget
Approved Business Plan
Articles of Incorporation
Board
Business Day
Business
By-laws
CBCA
Change of Control
Class A Shares
Class B Shares
Common Shares
Company
Confidential Information
Control
Corporations Act
Deed of Adherence
Director
Dispose
Drag-Along Notice
Drag-Along Right
Effective Date
Encumbrance
Fair Market Value
Family Members
Financial Year
Founder
Founding Shareholders
Good Leaver
Intellectual Property Rights
Investment Agreement
Investor Director
Investor Shares
Investors
IPO
Issue Price
Management Team
Material Contract
New Securities
Observer
Ordinary Course of Business
Ordinary Resolution
Original Shareholders
Parties
Permitted Transferee
Person
Preferred Shares
Pre-emptive Right
Qualified IPO
Related Party Transaction
Reserved Matter
ROFR Notice
ROFR Period
Securities
Share Capital
Shareholder Loan
Shareholders
Shares
Special Resolution
Subsidiary
Tag-Along Notice
Tag-Along Right
Transfer
Transferor
Valuation
Vesting Period
Vesting Schedule
Share Capital Structure
Share Transfer Restrictions
Pre-emptive Rights
Right of First Refusal
Tag-Along Rights
Drag-Along Rights
Share Vesting
Board Composition
Management and Operation
Reserved Matters
Information Rights
Dividend Policy
Non-Competition
Non-Solicitation
Confidentiality
Anti-Dilution Protection
Exit Provisions
IPO Rights
Put and Call Options
Deadlock Resolution
Dispute Resolution
Valuation
Default
Remedies
Term and Termination
Death and Incapacity
Family Law Matters
Representations and Warranties
Share Certificate Requirements
Meeting Procedures
Voting Rights
Amendment Procedures
Shareholder Loans
Further Assurances
Notices
Assignment
Severability
Governing Law
Entire Agreement
Technology
Software Development
Biotechnology
Clean Energy
E-commerce
Financial Technology
Healthcare Technology
Artificial Intelligence
Digital Media
Manufacturing
Consumer Products
Professional Services
SaaS
Retail Technology
Educational Technology
Legal
Executive Leadership
Corporate Development
Finance
Compliance
Board of Directors
Corporate Governance
Investment Relations
Administration
CEO
Founder
Co-Founder
Chief Legal Officer
General Counsel
Corporate Secretary
Chief Financial Officer
Legal Counsel
Corporate Lawyer
Investment Manager
Venture Capital Partner
Board Member
Director
Chief Operating Officer
Company Secretary
Compliance Officer
Corporate Development Manager
Startup Attorney
Investment Advisor
Business Development Executive
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