Investment Owners Contract

Investment Owners Contract Template for Denmark

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Document background

The Investment Owners Contract is a crucial document used in Danish investment transactions to formalize the relationship between various investors and establish clear governance structures. This document is particularly important when multiple investors are involved in a company or investment vehicle, requiring clear definition of their rights, obligations, and relationships. It must comply with Danish legal requirements, including the Danish Companies Act and financial regulations, while providing comprehensive coverage of investment terms, management rights, exit provisions, and investor protections. The contract is typically used in both new investments and restructuring of existing investment relationships, providing a foundation for long-term investment governance and stakeholder management. The document includes detailed provisions for ownership rights, voting procedures, transfer restrictions, and dispute resolution mechanisms, all within the framework of Danish corporate law.

Suggested Sections

1. Parties: Identification of all parties to the agreement, including full legal names, registration numbers, and addresses

2. Background: Context of the investment relationship, including the purpose of the investment and brief description of the business

3. Definitions and Interpretation: Detailed definitions of terms used throughout the agreement and rules for interpretation

4. Investment Structure: Details of the investment amount, ownership percentages, and class of shares or other securities being issued

5. Subscription and Payment Terms: Terms and conditions for the investment subscription, payment schedule, and related procedures

6. Representations and Warranties: Statements of fact and assurances from all parties regarding their capacity, authority, and relevant business matters

7. Governance and Management: Management structure, voting rights, board composition, and decision-making processes

8. Transfer Restrictions: Limitations and conditions on the transfer of ownership interests

9. Pre-emptive Rights: Rights of existing owners regarding new issues of shares or ownership interests

10. Exit Provisions: Mechanisms for exit including drag-along and tag-along rights, IPO provisions, and put/call options

11. Financial Matters: Financial reporting requirements, dividend policy, and capital structure

12. Confidentiality: Obligations regarding confidential information and trade secrets

13. Term and Termination: Duration of the agreement and circumstances under which it can be terminated

14. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for dispute resolution

15. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

Optional Sections

1. Anti-dilution Protection: Protection mechanisms for investors against dilution of their ownership percentage, used in cases where future funding rounds are anticipated

2. Intellectual Property Rights: Specific provisions regarding IP ownership and licensing, important for technology-based or IP-heavy investments

3. Employee Matters: Provisions regarding key employees, management incentive programs, and employment policies, relevant for investments where human capital is crucial

4. Environmental, Social and Governance (ESG): Specific ESG requirements and reporting obligations, important for investments with sustainability focus or institutional investors

5. Competition and Non-Compete: Restrictions on competitive activities, relevant when investors have interests in competing businesses

6. Tag-Along Rights: Rights of minority shareholders to join in sale of shares by majority shareholders, important for minority investor protection

7. Drag-Along Rights: Rights of majority shareholders to force minority shareholders to join in sale, important for exit flexibility

8. Information Rights: Specific rights regarding access to company information and reporting requirements, important for passive investors

Suggested Schedules

1. Schedule 1 - Share Capital and Ownership Structure: Detailed breakdown of share capital, share classes, and ownership percentages

2. Schedule 2 - Business Plan: Detailed business plan including financial projections and strategic objectives

3. Schedule 3 - Warranties: Comprehensive list of warranties given by the parties

4. Schedule 4 - Reserved Matters: List of decisions requiring special approval or unanimous consent

5. Schedule 5 - Board Rules of Procedure: Detailed procedures for board meetings and decision-making

6. Schedule 6 - Deed of Adherence: Template for new parties joining the agreement

7. Schedule 7 - Valuation Principles: Agreed methods for valuing the company or shares in various scenarios

8. Appendix A - Key Performance Indicators: Specific KPIs and metrics for monitoring business performance

9. Appendix B - Compliance Requirements: Detailed compliance requirements including anti-money laundering procedures

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