Advisory Shares Agreement Template for India

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Key Requirements PROMPT example:

Advisory Shares Agreement

"I need an Advisory Shares Agreement for my AI startup to bring on a technical advisor who will help with our machine learning architecture, offering 1% equity vesting over 24 months starting March 2025, with standard confidentiality and IP protection clauses."

Document background
The Advisory Shares Agreement is a critical document used when companies, particularly startups and growing businesses in India, seek to engage experienced advisors while preserving cash resources. This agreement type has become increasingly common in the Indian startup ecosystem as companies look to leverage expert guidance in exchange for equity compensation. The document, structured under Indian corporate law framework, typically details the quantum of shares offered (usually 0.1% to 2% of company equity), vesting schedules, and specific advisory responsibilities. It includes provisions compliant with the Companies Act 2013 and SEBI regulations, addressing key aspects such as share transfer restrictions, confidentiality obligations, and termination conditions. The Advisory Shares Agreement is particularly valuable for early-stage companies looking to attract high-quality advisors while managing cash flow, and for advisors seeking to build a portfolio of equity positions in promising ventures.
Suggested Sections

1. Parties: Identification of the Company and the Advisor, including their legal names, addresses, and registration details

2. Background: Context of the advisory relationship and purpose of the agreement

3. Definitions: Key terms used throughout the agreement, including 'Advisory Shares', 'Services', 'Vesting Period', etc.

4. Appointment and Scope: Terms of advisor's appointment and detailed scope of advisory services

5. Share Compensation: Details of advisory shares, including number of shares, type, and percentage of company equity

6. Vesting Schedule: Timeline and conditions for share vesting, including any cliff period

7. Advisor's Obligations: Specific duties, time commitments, and performance expectations

8. Company's Obligations: Company's commitments, including information provision and support

9. Representations and Warranties: Standard declarations by both parties regarding their capacity and authority

10. Confidentiality: Protection of company's confidential information and trade secrets

11. Term and Termination: Duration of the agreement and conditions for early termination

12. Governing Law and Jurisdiction: Specification of Indian law as governing law and jurisdiction for disputes

13. Miscellaneous: Standard boilerplate provisions including notices, amendments, and severability

Optional Sections

1. Non-Competition: Restrictions on advisor's involvement with competing businesses, used when advisor has access to sensitive competitive information

2. Share Transfer Restrictions: Additional limitations on transfer of advisory shares, used for early-stage companies wanting to maintain control

3. Intellectual Property Rights: Provisions regarding IP created during advisory services, important for technical advisors

4. Board Observer Rights: Rights to attend board meetings, used for senior advisors with strategic input

5. Dispute Resolution: Specific arbitration or mediation procedures, used when parties prefer alternative dispute resolution

6. Foreign Exchange Compliance: FEMA compliance provisions, required when advisor is non-resident

7. Tax Implications: Specific tax-related provisions and responsibilities, useful when complex tax structures are involved

Suggested Schedules

1. Schedule A - Services Description: Detailed outline of advisory services, deliverables, and time commitment

2. Schedule B - Share Vesting Details: Comprehensive vesting schedule with specific dates and milestones

3. Schedule C - Company Information: Key company details including capitalization table and share class rights

4. Schedule D - Advisor's Background: Advisor's relevant experience and qualifications

5. Schedule E - Confidentiality Terms: Detailed confidentiality obligations and procedures

6. Appendix 1 - Share Certificate Template: Format for advisory share certificates

7. Appendix 2 - Required Regulatory Forms: Templates for necessary filings with regulatory authorities

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
Relevant Industries

Technology

Startups

E-commerce

Financial Services

Healthcare

Education Technology

Professional Services

Manufacturing

Biotechnology

Software Development

Consulting

Venture Capital

Digital Media

Relevant Teams

Legal

Corporate Secretarial

Executive Leadership

Board of Directors

Finance

Human Resources

Strategy

Operations

Corporate Development

Relevant Roles

Chief Executive Officer

Founder

Co-founder

Business Advisor

Technical Advisor

Industry Expert

Legal Counsel

Company Secretary

Chief Financial Officer

Board Member

Strategic Advisor

Investment Advisor

Technology Advisor

Growth Mentor

Startup Consultant

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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