The Startup Shareholder Agreement serves as a foundational document for emerging companies in the United States, typically implemented during or shortly after company formation. This agreement is essential when multiple founders, investors, or early employees hold equity stakes in the business. It addresses crucial aspects such as share transfer restrictions, voting rights, board representation, and exit provisions. The document helps prevent potential disputes by clearly defining shareholders' rights and obligations, while also providing mechanisms for company growth and future investment rounds.
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1. Parties: Identification of all shareholders and the company
2. Background: Context of the agreement and company formation details
3. Definitions: Key terms used throughout the agreement
4. Share Structure: Details of share classes, rights, and ownership distribution
5. Transfer Restrictions: Rules governing the sale or transfer of shares
6. Voting Rights: Shareholder voting mechanisms and thresholds
7. Board Composition: Structure and appointment of board members
8. Reserved Matters: Decisions requiring special majority or unanimous consent
1. Anti-dilution Protection: Protection against share value dilution in future funding rounds
2. Tag-along Rights: Right for minority shareholders to join in sale of shares by other shareholders
3. Drag-along Rights: Provisions allowing majority shareholders to force minority shareholders to join in sale
4. Vesting Provisions: Schedule and conditions for earning shares over time for founder or employee shareholders
1. Schedule 1: Share Capital Table: Detailed breakdown of shareholding structure and ownership percentages
2. Schedule 2: Reserved Matters List: Comprehensive list of decisions requiring special approval
3. Schedule 3: Deed of Adherence: Template for new shareholders joining the agreement
4. Schedule 4: Company Details: Registration details, directors, and registered office information
5. Schedule 5: Valuation Methodology: Agreed method for share valuation in transfers or exits
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