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Founders Stock Purchase Agreement Template for India

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Key Requirements PROMPT example:

Founders Stock Purchase Agreement

"I need a Founders Stock Purchase Agreement for my technology startup in Bangalore, with three co-founders purchasing equal shares (33.33% each), including a 4-year vesting schedule with a 1-year cliff starting January 2025."

Document background
The Founders Stock Purchase Agreement is a fundamental document used during company formation or early-stage operations in India, typically when founders are formalizing their equity ownership in the company. This agreement is essential for documenting the terms under which founders acquire their initial shares, ensuring compliance with Indian corporate law requirements, particularly the Companies Act, 2013, and establishing clear ownership rights and obligations. The document includes crucial details such as share pricing, payment terms, transfer restrictions, and various representations and warranties from both the company and founding shareholders. It serves as a critical reference point for future corporate actions and helps prevent potential disputes regarding initial share ownership and founder rights. The agreement should be carefully drafted to align with Indian regulatory requirements while protecting the interests of all founding members and the company.
Suggested Sections

1. Parties: Identification of the company and the founding shareholders purchasing the shares

2. Background: Context of the agreement, including company formation and purpose of share issuance

3. Definitions: Definitions of key terms used throughout the agreement

4. Purchase and Sale of Shares: Details of the share purchase transaction, including number of shares and purchase price

5. Payment Terms: Terms and method of payment for the shares

6. Closing and Delivery: Conditions precedent, closing mechanics, and share certificate delivery details

7. Representations and Warranties of the Company: Company's statements about its legal status, authority, and share issuance validity

8. Representations and Warranties of the Purchaser: Founder's statements about their capacity and eligibility to purchase shares

9. Covenants: Ongoing obligations of both parties post-closing

10. Share Transfer Restrictions: Limitations on transfer of shares and right of first refusal provisions

11. Term and Termination: Duration of the agreement and circumstances for termination

12. Confidentiality: Provisions for maintaining confidentiality of company information

13. Governing Law and Jurisdiction: Applicable law and courts having jurisdiction

14. Notices: Process and addresses for serving official notices

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

Optional Sections

1. Tag-Along Rights: Include when founders want the right to join in sale of shares by other founders

2. Drag-Along Rights: Include when majority shareholders want the right to force minority shareholders to join in a sale

3. Special Voting Rights: Include when certain founders are to have special voting privileges

4. Non-Compete and Non-Solicitation: Include when founders need to be restricted from competing activities

5. Founder Vesting Provisions: Include when shares are to vest over time based on continued involvement

6. Foreign Investment Compliance: Include when any founder is a foreign national or non-resident Indian

7. Intellectual Property Assignment: Include when founders need to assign pre-existing IP to the company

8. Dispute Resolution: Include when parties prefer arbitration or mediation before litigation

Suggested Schedules

1. Schedule A - Share Details: Details of shares being purchased, including class, number, and price per share

2. Schedule B - Capitalization Table: Complete breakdown of company's share capital structure post-investment

3. Schedule C - Payment Schedule: If payment is in installments, detailed payment timeline and terms

4. Schedule D - Required Consents: List of all required regulatory and third-party consents

5. Schedule E - Disclosure Schedule: Exceptions to representations and warranties

6. Appendix 1 - Share Certificate Form: Template of the share certificate to be issued

7. Appendix 2 - Board Resolution: Copy of board resolution approving the share issuance

8. Appendix 3 - Compliance Certificates: Relevant regulatory compliance certificates and filings

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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Relevant Industries

Technology

E-commerce

Healthcare

Financial Services

Manufacturing

Professional Services

Education Technology

Retail

Telecommunications

Media and Entertainment

Clean Technology

Biotechnology

Real Estate

Agriculture Technology

Consumer Services

Relevant Teams

Legal

Corporate Secretarial

Compliance

Finance

Corporate Governance

Executive Leadership

Board of Directors

Investment

Business Development

Relevant Roles

Chief Executive Officer

Company Secretary

Legal Counsel

Corporate Lawyer

Founding Partner

Managing Director

Chief Financial Officer

Chief Legal Officer

General Counsel

Board Director

Compliance Officer

Corporate Governance Officer

Investment Manager

Startup Founder

Venture Capitalist

Business Development Executive

Company Incorporator

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Founders Stock Purchase Agreement

An Indian law-governed agreement documenting the initial purchase of company shares by founders, establishing their ownership rights and obligations.

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Conditional Share Purchase Agreement

An Indian law-governed agreement for the conditional sale and purchase of company shares, subject to specific prerequisites and completion conditions.

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Restricted Share Purchase Agreement

An Indian law-governed agreement for the purchase and transfer of restricted shares, including transfer limitations and vesting conditions.

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Forward Share Purchase Agreement

An Indian law-governed agreement setting out terms for a future purchase of company shares, including price, conditions, and transfer mechanisms.

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