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Equity Ownership Agreement
"I need an Equity Ownership Agreement for my Irish technology startup, which will have three founding shareholders with equal ownership (33.3% each), including provisions for future investment rounds and anti-dilution protection, to be implemented by March 2025."
1. Parties: Identification of all parties to the agreement, including the company and shareholders
2. Background: Context of the agreement, including company details and purpose of the arrangement
3. Definitions: Defined terms used throughout the agreement
4. Share Capital Structure: Details of the company's share capital, classes of shares, and rights attached
5. Consideration: Terms of payment or consideration for the shares
6. Share Transfer Mechanics: Process and requirements for transferring shares
7. Shareholder Rights and Obligations: Core rights and duties of shareholders, including voting rights
8. Board Composition and Governance: Structure and operation of the board of directors
9. Reserved Matters: Decisions requiring special majority or unanimous consent
10. Dividends and Distributions: Policy and process for profit distribution
11. Information Rights: Shareholders' rights to company information and financial statements
12. Confidentiality: Obligations regarding confidential information
13. Term and Termination: Duration of the agreement and termination provisions
14. General Provisions: Standard boilerplate clauses including governing law, notices, etc.
1. Pre-emption Rights: Right of existing shareholders to purchase new shares before third parties - include for privately held companies
2. Tag-Along Rights: Right of minority shareholders to join in sale of majority stake - important for minority shareholder protection
3. Drag-Along Rights: Right of majority shareholders to force minorities to join in sale - useful for exit scenarios
4. Anti-dilution Protection: Protection against share value dilution - important for investment-backed companies
5. Share Vesting Provisions: Include when shares are tied to continued employment or performance
6. Dead-lock Resolution: Mechanisms for resolving shareholder disputes - important for 50/50 ownership structures
7. Non-compete and Non-solicitation: Restrictions on competitive activities - relevant for founder/key shareholder agreements
8. Management Rights: Special rights for managing shareholders - relevant when some shareholders are actively involved in management
1. Share Capital Table: Detailed breakdown of shareholding structure and share classes
2. Deed of Adherence: Template for new shareholders to join the agreement
3. Share Certificate Form: Template for share certificates
4. Reserved Matters List: Comprehensive list of matters requiring special approval
5. Company Details: Full corporate information including registration details
6. Shareholders' Particulars: Detailed information about each shareholder
7. Transfer Notice Form: Template for initiating share transfers
8. Valuation Methodology: Agreed method for share valuation in transfer scenarios
Authors
Articles of Association
Board
Business
Business Day
Company
Companies Act
Completion
Completion Date
Confidential Information
Constitution
Director
Encumbrance
Fair Market Value
Financial Year
Group
Holding Company
Independent Expert
Initial Shareholders
Majority Shareholders
Material Adverse Change
Minority Shareholders
New Securities
Ordinary Shares
Parties
Permitted Transferee
Preference Shares
Pre-emption Rights
Relevant Securities
Reserved Matters
Share Capital
Shareholders
Shareholders' Meeting
Shares
Share Transfer
Subsidiary
Tag-Along Notice
Tag-Along Rights
Transfer Notice
Drag-Along Notice
Drag-Along Rights
Deed of Adherence
Voting Rights
Working Hours
Related Party Transaction
Affiliate
Board Resolution
Business Plan
Call Option
Put Option
Competing Business
Control
Director's Loan
Exit Event
Implementation Date
Intellectual Property Rights
Management Accounts
Management Team
Share Certificate
Special Resolution
Transfer
Valuation
Share Capital Structure
Share Transfer Restrictions
Pre-emption Rights
Tag-Along Rights
Drag-Along Rights
Board Composition
Shareholder Meetings
Voting Rights
Reserved Matters
Information Rights
Dividend Rights
Anti-dilution Protection
Share Vesting
Confidentiality
Non-Competition
Non-Solicitation
Representations and Warranties
Dispute Resolution
Termination
Assignment
Notices
Severability
Entire Agreement
Governing Law
Jurisdiction
Force Majeure
Adherence
Death of Shareholders
Share Valuation
Management Provisions
Deadlock Resolution
Exit Provisions
Further Assurance
Costs and Expenses
Variation
Waiver
Third Party Rights
Technology
Financial Services
Professional Services
Manufacturing
Healthcare
Real Estate
Retail
E-commerce
Biotechnology
Construction
Energy
Agriculture
Education
Transportation
Media and Entertainment
Legal
Finance
Corporate Governance
Compliance
Risk Management
Executive Leadership
Board of Directors
Corporate Affairs
Investor Relations
Company Secretariat
Chief Executive Officer
Chief Financial Officer
Company Secretary
Corporate Lawyer
Legal Counsel
Investment Director
Managing Director
Board Member
Shareholder Relations Manager
Corporate Governance Officer
Finance Director
Business Development Director
Compliance Officer
Risk Manager
Company Director
Founder
Co-founder
Private Equity Manager
Venture Capital Manager
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