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1. Parties: Identification of all pool members and their legal status
2. Background: Context of the pooling arrangement and its objectives
3. Definitions: Key terms used throughout the agreement
4. Pool Formation: Establishment of the pool, initial contributions, and pool objectives
5. Pool Assets: Description of assets to be pooled and their treatment
6. Voting Rights and Decision Making: Procedures for exercising voting rights and making pool decisions
7. Management of Pool: Governance structure and management responsibilities
8. Transfer Restrictions: Limitations on transfer of pool interests and pooled assets
9. Term and Termination: Duration of the pool and circumstances for termination
10. Confidentiality: Protection of confidential information and trade secrets
11. Notices: Communication procedures between pool members
12. Governing Law and Jurisdiction: Confirmation of German law application and jurisdiction
13. Miscellaneous: Standard boilerplate provisions including severability and amendments
1. External Pool Manager: Required when a third-party manager is appointed to administer the pool
2. Distribution Policy: Include when the pool generates regular income or requires specific distribution rules
3. Tag-Along Rights: Include for pools involving corporate shares where minority protection is needed
4. Drag-Along Rights: Include for pools involving corporate shares where majority forced exit rights are desired
5. Compliance Requirements: Required when pooled assets are subject to specific regulatory requirements
6. Pool Committee: Include when a formal committee structure is needed for pool governance
7. Dispute Resolution: Optional detailed ADR procedures beyond standard jurisdiction clause
1. Schedule 1 - Pool Assets: Detailed list and description of all assets contributed to the pool
2. Schedule 2 - Initial Capital Contributions: Specification of each member's initial contribution
3. Schedule 3 - Voting Procedures: Detailed voting mechanisms and majority requirements
4. Schedule 4 - Management Procedures: Detailed procedures for pool management and administration
5. Schedule 5 - Member Contact Details: Contact information for all pool members
6. Appendix A - Pool Valuation Methods: Methodology for valuing pool assets and interests
7. Appendix B - Form of Transfer Notice: Standard form for notifying transfer of pool interests
8. Appendix C - Compliance Checklist: Regulatory compliance requirements and procedures
Banking & Financial Services
Investment Management
Private Equity
Corporate Services
Real Estate
Family Offices
Asset Management
Manufacturing
Technology
Infrastructure
Legal
Corporate Governance
Compliance
Finance
Investment Management
Shareholder Relations
Corporate Secretariat
Risk Management
Asset Management
Treasury
Legal Counsel
Corporate Lawyer
Investment Manager
Chief Legal Officer
Corporate Secretary
Chief Financial Officer
Compliance Officer
Investment Director
Portfolio Manager
Managing Director
Shareholder Relations Manager
Corporate Governance Officer
Trust Administrator
Asset Manager
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