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Employee Shareholder Agreement
1. Parties: Identification of the company and the employee-shareholder
2. Background: Context of the agreement, including employment status and share offering circumstances
3. Definitions: Key terms used throughout the agreement
4. Share Subscription: Details of shares being subscribed to, including number, class, and price
5. Payment Terms: Terms for payment of share purchase price, including any installment arrangements
6. Rights Attached to Shares: Voting rights, dividend rights, and other share class-specific entitlements
7. Transfer Restrictions: Limitations on ability to transfer shares and process for permitted transfers
8. Leaver Provisions: Treatment of shares upon termination of employment (good/bad leaver provisions)
9. Drag and Tag Rights: Rights and obligations in case of third-party acquisition
10. Share Valuation: Method for determining share value in various scenarios
11. Confidentiality: Obligations regarding company and agreement confidentiality
12. Governing Law and Jurisdiction: Specification of Danish law application and dispute resolution
1. Lock-up Period: Used when implementing specific holding periods before shares can be transferred
2. Management Obligations: Include when employee-shareholder has management responsibilities
3. Non-compete and Non-solicitation: Added for senior employees or when protecting specific business interests
4. Tax Provisions: Detailed tax clauses when complex tax arrangements apply
5. Shareholders' Meeting Rights: Include for arrangements with specific meeting participation requirements
6. Digital Communication: Add when formal electronic communication procedures are required
7. Share Vesting Schedule: Include when shares vest over time rather than immediate full ownership
1. Share Certificate: Form of share certificate or confirmation of ownership
2. Deed of Adherence: Template for new shareholders to agree to terms
3. Calculation of Share Value: Detailed methodology for share valuation
4. Company's Articles of Association: Current articles of association referenced in agreement
5. Share Transfer Notice: Template for notifying intention to transfer shares
6. Tax Election Forms: Required tax forms and elections
7. Shareholders' Register Extract: Current shareholder information and shareholding structure
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