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Shadow Equity Agreement Template for Pakistan

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Key Requirements PROMPT example:

Shadow Equity Agreement

"I need a Shadow Equity Agreement under Pakistani law for our tech startup's senior developer based in Dubai, covering 1000 phantom units with quarterly vesting over 4 years starting March 2025, including provisions for international payments and tax implications."

Document background
Shadow Equity Agreements are increasingly utilized in Pakistan's growing business ecosystem as a strategic tool for talent retention and motivation. This document type is particularly valuable for companies that want to offer equity-like incentives without diluting actual shareholding or when share transfers are restricted by local regulations or company policy. The agreement typically details the number of shadow equity units granted, vesting conditions, valuation methods, and payment triggers, all structured within the framework of Pakistani corporate and employment law. It's especially relevant for startups and growing companies that need to attract top talent but may not be ready for actual equity distribution. The Shadow Equity Agreement must carefully navigate Pakistani securities regulations while providing clear mechanisms for calculating and distributing phantom equity benefits.
Suggested Sections

1. Parties: Identification of the company and the shadow equity recipient, including full legal names and addresses

2. Background: Context of the agreement, relationship between parties, and purpose of the shadow equity arrangement

3. Definitions: Key terms including Shadow Equity Units, Fair Market Value, Trigger Events, and other technical terms used throughout the agreement

4. Grant of Shadow Equity: Details of the shadow equity units granted, including quantity and any applicable reference price

5. Vesting Schedule: Timing and conditions for vesting of shadow equity units

6. Valuation Methodology: Detailed method for calculating the value of shadow equity units

7. Payment Terms: Conditions triggering payment, calculation methods, and payment procedures

8. Rights and Limitations: Clear statement that shadow equity does not constitute actual ownership or voting rights

9. Confidentiality: Provisions regarding the confidential nature of the agreement and its terms

10. Termination: Circumstances under which the agreement can be terminated and consequences

11. Governing Law and Jurisdiction: Specification of Pakistani law as governing law and jurisdiction for disputes

Optional Sections

1. Change of Control: Provisions addressing what happens in case of company sale or merger

2. International Payments: Required when recipient is based outside Pakistan or payments involve foreign currency

3. Non-Competition: Restrictions on recipient's competitive activities, typically included for senior employees

4. Tax Provisions: Detailed tax treatment and responsibilities, particularly important for complex arrangements

5. Dispute Resolution: Alternative dispute resolution procedures like arbitration or mediation

6. Assignment and Transfer: Rules regarding transfer of shadow equity rights, if permitted

7. Force Majeure: Provisions for handling unforeseen circumstances affecting the agreement

Suggested Schedules

1. Schedule A - Shadow Equity Unit Details: Specific number of units granted, grant date, and reference price

2. Schedule B - Vesting Schedule: Detailed timetable of vesting dates and conditions

3. Schedule C - Valuation Formula: Mathematical formula and examples for calculating shadow equity value

4. Schedule D - Payment Procedures: Step-by-step process for payment calculations and disbursement

5. Schedule E - Tax Treatment Examples: Illustrations of tax calculations and withholding procedures

6. Appendix 1 - Trigger Event Definitions: Comprehensive list and descriptions of events triggering payments

7. Appendix 2 - Compliance Checklist: List of regulatory requirements and compliance steps

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 and Software

Financial Services

Professional Services

Manufacturing

E-commerce

Healthcare

Telecommunications

Education Technology

Consulting

Retail

Real Estate

Energy

Logistics and Transportation

Relevant Teams

Legal

Human Resources

Finance

Executive Leadership

Operations

Sales

Technology

Product Development

Business Development

Strategy

Administration

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Technology Officer

Chief Operating Officer

Senior Manager

Department Head

Technical Lead

Senior Developer

Key Account Manager

Senior Consultant

Business Development Manager

Regional Manager

Product Manager

Senior Engineer

Principal Architect

Vice President

Director of Operations

Head of Sales

Financial Controller

HR Director

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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