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Shareholders Agreement For Private Limited Company
"I need a Shareholders Agreement For Private Limited Company for my new technology startup in Malaysia, which will have three founding shareholders with equal ownership and plans to seek venture capital funding in March 2025."
1. Parties: Identifies all shareholders and the company as parties to the agreement
2. Background: Sets out the context of the agreement, including company details and purpose
3. Definitions and Interpretation: Defines key terms used throughout the agreement and interpretation rules
4. Share Capital and Shareholdings: Details the company's share capital structure and current shareholdings
5. Shareholders' Rights and Obligations: Outlines fundamental rights and duties of shareholders
6. Management and Decision Making: Establishes governance structure, board composition, and decision-making processes
7. Reserved Matters: Lists decisions requiring special majority or unanimous shareholder approval
8. Share Transfer Restrictions: Details restrictions on transfer of shares and pre-emptive rights
9. Tag-Along and Drag-Along Rights: Specifies minority protection and majority exit rights
10. Dividend Policy: Sets out the approach to declaring and paying dividends
11. Competition and Confidentiality: Non-compete obligations and protection of company information
12. Default: Consequences of breaching the agreement and remedies
13. Termination: Circumstances under which the agreement can be terminated
14. Dispute Resolution: Procedures for resolving disputes between shareholders
15. General Provisions: Standard boilerplate clauses including notices, amendments, and governing law
1. Share Classes and Rights: Required when there are multiple classes of shares with different rights
2. Business Plan and Funding: Include when specific business objectives and funding commitments need to be documented
3. Intellectual Property Rights: Necessary when IP ownership and usage rights need to be clearly defined
4. Employee Share Scheme: Include if the company has or plans to implement employee share options
5. Dead-lock Resolution: Important for 50-50 joint ventures or where equal shareholding exists
6. Put and Call Options: Include when shareholders want specific share purchase rights or exit mechanisms
7. Anti-Dilution Protection: Required when protecting against future share issuances
8. Right of First Refusal: Include when shareholders want priority rights to purchase shares being sold
1. Details of the Company: Company registration details, address, and current directors
2. Share Capital and Shareholdings: Detailed breakdown of share capital and shareholding structure
3. Reserved Matters List: Comprehensive list of decisions requiring special approval
4. Form of Deed of Adherence: Template for new shareholders to join the agreement
5. Business Plan: Detailed business plan and financial projections
6. Tag and Drag Notice Templates: Standard forms for exercising tag-along and drag-along rights
7. Board Regulations: Detailed procedures for board meetings and governance
8. Competing Businesses: List of businesses considered competitors or restricted activities
Authors
Articles of Association
Board
Business
Business Day
Company
Companies Act
Completion Date
Confidential Information
Constitution
Director
Encumbrance
Event of Default
Fair Market Value
Financial Year
General Meeting
Governmental Authority
Identity Card
Intellectual Property Rights
Malaysian Ringgit
Material Adverse Effect
Notice
Ordinary Resolution
Parties
Pre-emptive Rights
Reserved Matters
Resolution
Share Capital
Shareholder
Shares
Special Resolution
Territory
Transfer
Working Hours
Share Capital
Share Transfer Restrictions
Pre-emptive Rights
Tag-Along Rights
Drag-Along Rights
Board Composition
Board Meetings
Shareholder Meetings
Reserved Matters
Management Rights
Dividend Policy
Information Rights
Competition Restrictions
Confidentiality
Default
Deadlock Resolution
Dispute Resolution
Exit Provisions
Share Valuation
Voting Rights
Funding Obligations
Anti-dilution Protection
Assignment
Notices
Governing Law
Entire Agreement
Severability
Force Majeure
Termination
Technology
Manufacturing
Real Estate
Professional Services
Retail
Food and Beverage
Healthcare
Education
Financial Services
Construction
Agriculture
Logistics
Media and Entertainment
E-commerce
Consulting
Legal
Corporate Secretarial
Board of Directors
Executive Management
Compliance
Corporate Governance
Finance
Risk Management
Investment
Shareholder Relations
Chief Executive Officer
Managing Director
Company Secretary
Legal Counsel
Corporate Lawyer
Chief Financial Officer
Board Director
Compliance Officer
Investment Manager
Business Development Director
Corporate Governance Officer
Risk Management Officer
Company Director
Shareholder Relations Manager
General Counsel
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