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Startup Shareholders Agreement
"Need a Startup Shareholders Agreement for our Singapore-based fintech company that's bringing on two new angel investors in January 2025, with specific provisions for future funding rounds and a 10% ESOP pool."
1. Parties: Identifies all shareholders and the company
2. Background: Context of the agreement and current shareholding structure
3. Definitions: Key terms used throughout the agreement
4. Share Rights and Classes: Details of different share classes and associated rights
5. Transfer Restrictions: Limitations on share transfers and right of first refusal
6. Board Composition: Structure and appointment of board members
7. Reserved Matters: Decisions requiring special majority or unanimous consent
8. Exit Provisions: Procedures for company sale or IPO
1. Anti-dilution Rights: Protection mechanisms for shareholders against share value dilution in future funding rounds
2. Founder Vesting: Vesting schedule and conditions for founder shares to ensure long-term commitment
3. Employee Share Option Pool: Framework for allocation and administration of employee share options
1. Current Shareholding Structure: Detailed breakdown of current shares and shareholders
2. Reserved Matters List: Comprehensive list of matters requiring special approval
3. Share Transfer Notice Form: Template for notifying intent to transfer shares
4. Tag-Along Notice Form: Template for exercising tag-along rights
5. Board Resolution Templates: Standard forms for board approvals
Authors
Affiliate
Articles of Association
Bad Leaver
Board
Business
Business Day
Business Plan
Completion
Confidential Information
Control
Deed of Adherence
Director
Drag-Along Notice
Drag-Along Right
Encumbrance
Fair Market Value
Financial Year
Good Leaver
Group
Initial Public Offering (IPO)
Intellectual Property Rights
Key Employees
Material Contract
Ordinary Shares
Permitted Transferee
Preference Shares
Pre-emption Rights
Pro Rata Share
Qualified IPO
Reserved Matters
Share Capital
Shareholders
Shareholders' Resolution
Share Transfer
Tag-Along Notice
Tag-Along Right
Transfer Notice
Valuation
Vesting Period
Voting Rights
Share Transfer Restrictions
Pre-emption Rights
Tag-Along Rights
Drag-Along Rights
Board Composition and Management
Reserved Matters
Voting Rights
Dividend Policy
Information Rights
Anti-dilution Protection
Founder Commitments
Vesting Provisions
Non-competition
Non-solicitation
Confidentiality
Intellectual Property
Dispute Resolution
Exit Provisions
Dead-lock Resolution
Share Valuation
Employee Share Scheme
Future Funding Rounds
Term and Termination
Good/Bad Leaver Provisions
Assignment
Notices
Governing Law
Entire Agreement
Severability
Variation
Costs and Expenses
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