Shadow Equity Agreement Template for Malaysia

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Key Requirements PROMPT example:

Shadow Equity Agreement

"I need a Shadow Equity Agreement for our Malaysian tech startup to grant our new CTO 5% of the shadow equity pool, with a 4-year vesting schedule starting March 1, 2025, and accelerated vesting upon company sale."

Document background
The Shadow Equity Agreement is a strategic document used by Malaysian companies to create incentive structures that align key personnel interests with company performance without diluting actual shareholding. This agreement type is particularly valuable for private companies, startups, and growing businesses operating under Malaysian jurisdiction who wish to attract and retain talent while maintaining control over their cap table. The document comprehensively covers the grant of shadow equity units, their vesting schedule, valuation methodology, trigger events for payment, and termination provisions, all while ensuring compliance with Malaysian corporate and employment laws. It's especially relevant in situations where traditional equity sharing might be impractical due to shareholder restrictions, regulatory requirements, or corporate structure considerations.
Suggested Sections

1. Parties: Identifies the company issuing the shadow equity and the recipient

2. Background: Sets out the context and purpose of the agreement, including the company's shadow equity scheme

3. Definitions: Defines key terms used throughout the agreement, including 'Shadow Equity Units', 'Trigger Event', 'Valuation', etc.

4. Grant of Shadow Equity: Details the number of units granted, grant date, and nature of the shadow equity rights

5. Vesting Schedule: Specifies the vesting period and conditions for the shadow equity units

6. Valuation Mechanism: Describes how the value of shadow equity units will be calculated

7. Payment Terms: Outlines when and how payments will be made upon trigger events

8. Trigger Events: Defines events that trigger payment (e.g., sale, IPO, termination)

9. Termination Provisions: Details what happens to shadow equity rights upon various types of termination

10. Confidentiality: Provisions regarding confidentiality of the agreement and company information

11. Non-Competition and Non-Solicitation: Restrictions on the recipient's competitive activities

12. General Provisions: Standard contractual terms including governing law, notices, amendments, etc.

Optional Sections

1. Performance Conditions: Additional conditions tied to individual or company performance metrics

2. Multiple Classes of Shadow Equity: Used when different classes of shadow equity with different rights exist

3. Tax Provisions: Detailed tax treatment and obligations, particularly relevant for international recipients

4. Change of Control Provisions: Specific provisions for company ownership changes

5. Dispute Resolution: Specific dispute resolution procedures beyond standard jurisdiction clauses

6. Intellectual Property: IP provisions if the recipient is involved in creating IP for the company

7. Employee Benefits Integration: How shadow equity interacts with other employee benefits

8. Anti-Dilution Provisions: Protection against dilution of shadow equity value

Suggested Schedules

1. Schedule 1 - Shadow Equity Certificate: Form of certificate documenting the shadow equity grant

2. Schedule 2 - Vesting Schedule: Detailed breakdown of vesting dates and percentages

3. Schedule 3 - Valuation Formula: Detailed methodology for calculating shadow equity value

4. Schedule 4 - Company Information: Key company information and current capitalization

5. Schedule 5 - Trigger Event Procedures: Detailed procedures for different types of trigger events

6. Appendix A - Notice Forms: Template forms for various notices under the agreement

7. Appendix B - Tax Treatment Summary: Summary of tax implications and treatment

8. Appendix C - Consent Forms: Required consent and acknowledgment forms

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 Industries

Technology

Financial Services

Professional Services

Manufacturing

E-commerce

Healthcare

Education Technology

Telecommunications

Consulting

Real Estate

Renewable Energy

Biotechnology

Software Development

Digital Media

Retail

Relevant Teams

Human Resources

Legal

Finance

Executive Leadership

Corporate Development

Compensation & Benefits

Compliance

Corporate Secretary Office

Business Development

Sales

Research & Development

Product Development

Operations

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Operating Officer

Managing Director

Senior Manager

Department Head

Technical Lead

Senior Developer

Sales Director

Business Development Manager

Key Account Manager

Product Manager

Research Director

Principal Scientist

Senior Consultant

Regional Manager

Country Manager

Vice President

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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