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Startup Equity Agreement Template for New Zealand

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Key Requirements PROMPT example:

Startup Equity Agreement

"I need a Startup Equity Agreement for my New Zealand-based fintech company to issue Series A preferred shares to three venture capital firms, with a planned completion date of March 15, 2025, including anti-dilution provisions and board appointment rights for the lead investor."

Document background
The Startup Equity Agreement is a crucial document used when a startup company in New Zealand issues shares to investors, founders, or employees. It serves as the foundational document for establishing ownership rights and responsibilities within the company, ensuring compliance with New Zealand's Companies Act 1993 and Financial Markets Conduct Act 2013. This agreement is typically used during seed funding rounds, series investments, or when implementing employee share schemes. The document addresses key aspects such as share class rights, voting powers, transfer restrictions, and investor protections, while incorporating specific requirements of New Zealand corporate law. The Startup Equity Agreement becomes particularly important as it sets the framework for future funding rounds and potential exit scenarios, making it essential for both immediate transaction needs and long-term company governance.
Suggested Sections

1. Parties: Identification of all parties to the agreement, including the company and the investor(s)

2. Background: Context of the agreement, including company status and purpose of the equity arrangement

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

4. Subscription Details: Number of shares, class of shares, and price per share being issued

5. Consideration: Details of payment or other consideration for the shares

6. Completion: Timing and process for the share issuance completion

7. Warranties and Representations: Standard warranties from both the company and the investor

8. Shareholder Rights: Voting rights, dividend rights, and other shareholder privileges

9. Transfer Restrictions: Limitations on share transfers and first right of refusal provisions

10. Drag and Tag Rights: Provisions for forced sale or right to join in sale of shares

11. Confidentiality: Protection of company and transaction confidential information

12. Dispute Resolution: Process for resolving disputes between parties

13. General Provisions: Standard boilerplate clauses including governing law, notices, and amendments

Optional Sections

1. Pre-emptive Rights: Right of existing shareholders to participate in future share issues

2. Board Appointment Rights: Rights of investors to appoint directors, used when substantial equity is acquired

3. Vesting Provisions: For agreements involving founder or employee equity with vesting schedules

4. Anti-dilution Protection: Protection against dilution in future funding rounds, typically for significant investors

5. Exit Strategy: Specific provisions regarding company sale or IPO

6. Founder Commitments: Specific obligations and restrictions on founders, used when founders retain significant equity

7. Employee Share Scheme Provisions: When equity agreement is part of an employee incentive scheme

Suggested Schedules

1. Schedule 1: Share Capital Structure: Detailed breakdown of company's share capital before and after the investment

2. Schedule 2: Subscription Details: Detailed terms of the share subscription including payment terms

3. Schedule 3: Warranties: Comprehensive list of company and investor warranties

4. Schedule 4: Constitution Amendments: Any required amendments to the company constitution

5. Schedule 5: Deed of Adherence: Form for new shareholders to agree to existing shareholder agreements

6. Appendix A: Capitalization Table: Detailed cap table showing ownership percentages pre and post-investment

7. Appendix B: Company Disclosure Schedule: Company disclosures against the warranties

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

Relevant legal definitions















































Clauses






























Relevant Industries

Technology

Financial Services

Healthcare

E-commerce

Manufacturing

Software Development

Biotechnology

Clean Energy

Agriculture Technology

Digital Media

Professional Services

Consumer Products

Education Technology

Real Estate Technology

Infrastructure

Relevant Teams

Legal

Finance

Executive

Corporate Development

Human Resources

Compliance

Board of Directors

Investment

Company Secretariat

Risk Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

Company Secretary

Corporate Lawyer

Investment Manager

Startup Founder

Managing Director

Board Member

Venture Capital Partner

Angel Investor

Investment Analyst

Legal Counsel

Compliance Officer

Human Resources Director

Financial Controller

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

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