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Share Surrender Agreement
"I need a Share Surrender Agreement for an employee leaving our company who needs to surrender 5,000 ordinary shares back to the company by March 15, 2025, as per our employee share scheme rules; the surrender will be at nominal value with no additional consideration."
1. Parties: Identification of the Company and the Surrendering Shareholder(s)
2. Background: Context of the share surrender, including the company's share capital structure and reason for the surrender
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. The Shares: Detailed description of the shares being surrendered, including class, number, and nominal value
5. Terms of Surrender: Core terms of the surrender, including timing, consideration (if any), and mechanics of the surrender
6. Completion: Actions to be taken on completion, including delivery of share certificates and updating of company records
7. Representations and Warranties: Standard warranties about share ownership, authority to surrender, and absence of encumbrances
8. Tax Matters: Allocation of responsibility for tax arising from the surrender
9. Costs: Allocation of costs related to the surrender
10. Notices: Process for giving notices under the agreement
11. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and entire agreement
1. Consideration: Details of any consideration payable for the surrender - only needed if the surrender is not gratuitous
2. Conditions Precedent: Any conditions that must be met before the surrender becomes effective, such as regulatory approvals
3. Senior Management Provisions: Required when the surrendering shareholder is also a director or senior employee
4. Confidentiality: Detailed confidentiality provisions - needed for sensitive transactions or listed companies
5. Non-Competition: Restrictions on the surrendering shareholder's future activities - relevant for strategic surrenders
6. Multiple Shareholder Provisions: Additional provisions needed when multiple shareholders are surrendering shares
7. Exchange Control: Required when non-resident shareholders are involved
1. Schedule 1 - Details of the Shares: Detailed description of the shares being surrendered, including share certificate numbers and dates of issue
2. Schedule 2 - Completion Requirements: List of documents to be delivered and actions to be taken at completion
3. Schedule 3 - Board Resolution: Copy of board resolution approving the share surrender
4. Schedule 4 - Share Certificates: Copies of relevant share certificates
5. Schedule 5 - Tax Declarations: Required tax forms and declarations
6. Appendix A - Form of Transfer: Standard form for recording the share transfer in company records
7. Appendix B - Resignation Letters: Template resignation letters if surrendering shareholder is also resigning from positions
Authors
Financial Services
Mining and Resources
Technology
Manufacturing
Professional Services
Retail
Real Estate
Healthcare
Agriculture
Energy
Telecommunications
Family-Owned Businesses
Legal
Corporate Secretarial
Finance
Treasury
Tax
Compliance
Corporate Governance
Board of Directors
Shareholder Relations
Corporate Finance
Chief Executive Officer
Chief Financial Officer
Company Secretary
Legal Counsel
Corporate Attorney
Financial Director
Head of Compliance
Share Transfer Secretary
Corporate Governance Officer
Tax Director
Treasury Manager
Board Director
Managing Director
Corporate Finance Manager
Shareholder Relations Manager
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