Shareholder Support Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Shareholder Support Agreement

"I need a Shareholder Support Agreement for a friendly takeover of a Hong Kong technology company, where three majority shareholders holding 75% of shares will support the acquisition by a US-based corporation, with completion expected by March 2025."

Document background
The Shareholder Support Agreement is a crucial document in Hong Kong corporate transactions, particularly in scenarios involving mergers, acquisitions, or significant corporate restructurings. It serves as a legally binding commitment from key shareholders to support specific corporate actions, providing certainty to transaction parties and facilitating deal execution. The agreement becomes particularly important in Hong Kong's dynamic business environment, where complex corporate transactions often require formal shareholder support to proceed. The document typically includes detailed provisions on voting arrangements, share transfer restrictions, and support obligations, all tailored to comply with Hong Kong's regulatory framework, including the Companies Ordinance and Securities and Futures Ordinance. This agreement type is commonly used alongside other transaction documents and plays a vital role in ensuring successful completion of corporate deals in the Hong Kong market.
Suggested Sections

1. Parties: Identification of the supporting shareholders, the company, and any other relevant parties to the agreement

2. Background: Context of the agreement, including details of the proposed transaction or corporate action requiring shareholder support

3. Definitions and Interpretation: Key terms used throughout the agreement and rules for interpretation

4. Support Obligations: Core commitments of supporting shareholders, including voting in favor of resolutions and other required actions

5. Voting Arrangements: Specific provisions regarding how and when voting rights will be exercised

6. Restrictions on Disposal: Limitations on transfer or disposal of shares during the support period

7. Representations and Warranties: Statements of fact and assurances from the supporting shareholders

8. Confidentiality: Obligations regarding the treatment of confidential information

9. Duration and Termination: Term of the agreement and circumstances under which it may be terminated

10. General Provisions: Standard boilerplate clauses including notices, governing law, and jurisdiction

Optional Sections

1. Specific Transaction Terms: Detailed provisions relating to particular corporate actions or transactions, used when the support agreement relates to a specific event

2. Non-Compete and Non-Solicitation: Restrictions on competitive activities, included when supporting shareholders have access to sensitive information

3. Break Fees: Provisions for compensation if support is withdrawn, included in high-value transactions

4. Tag-Along Rights: Rights of minority shareholders to join in share sales, included when protecting minority interests

5. Power of Attorney: Appointment of attorney to execute necessary documents, included when immediate action might be required

6. Further Assurance: Obligations to take additional steps to give effect to the agreement, included in complex transactions

Suggested Schedules

1. Details of Shares: Schedule listing shareholdings of supporting shareholders including share class and number

2. Form of Deed of Adherence: Template for additional parties to join the agreement

3. Relevant Corporate Resolutions: List or copies of resolutions requiring shareholder support

4. Voting Procedures: Detailed procedures for exercising voting rights

5. Prohibited Actions: List of actions that supporting shareholders are prohibited from taking

6. Form of Power of Attorney: Template power of attorney document if required

Authors

Alex Denne

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

Relevant legal definitions
Clauses
Relevant Industries

Financial Services

Private Equity

Investment Banking

Real Estate

Technology

Manufacturing

Healthcare

Telecommunications

Energy

Professional Services

Mining and Resources

Retail and Consumer

Relevant Teams

Legal

Corporate Governance

Mergers & Acquisitions

Corporate Finance

Executive Management

Board of Directors

Compliance

Investment

Corporate Affairs

Company Secretariat

Relevant Roles

Chief Executive Officer

Chief Legal Officer

General Counsel

Corporate Secretary

Legal Director

M&A Director

Investment Director

Corporate Finance Manager

Legal Counsel

Corporate Lawyer

Compliance Officer

Board Director

Chief Financial Officer

Investment Manager

Transaction Manager

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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