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Shareholder Representative Agreement Template for India

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Key Requirements PROMPT example:

Shareholder Representative Agreement

"I need a Shareholder Representative Agreement for our tech startup where three venture capital firms will appoint a single representative to act on their behalf for all shareholder matters from January 2025, with specific provisions for digital voting and emergency decision-making procedures."

Document background
The Shareholder Representative Agreement is essential in corporate governance structures where multiple shareholders require unified representation. This document becomes particularly relevant in situations involving institutional investors, complex shareholding patterns, or when coordinated shareholder action is necessary. Under Indian law, specifically the Companies Act, 2013 and relevant SEBI regulations, this agreement formalizes the appointment of a representative who can act on behalf of multiple shareholders, exercise voting rights, and participate in corporate decision-making processes. The agreement delineates the scope of authority, establishing clear parameters for representation while ensuring compliance with regulatory requirements and protecting both the representatives' and shareholders' interests. It serves as a critical tool for effective corporate governance, particularly in companies with diverse shareholding patterns or those requiring sophisticated shareholder representation mechanisms.
Suggested Sections

1. Parties: Identification of the appointing shareholders and the appointed representative(s)

2. Background: Context of the appointment, including details of the company and reason for appointing a shareholder representative

3. Definitions and Interpretation: Key terms used in the agreement and rules for interpretation

4. Appointment and Term: Formal appointment of the representative and duration of the appointment

5. Powers of the Representative: Detailed outline of the representative's authority and decision-making powers

6. Duties and Responsibilities: Specific obligations of the representative towards the appointing shareholders

7. Voting Rights and Procedures: Process for exercising voting rights and making decisions on behalf of shareholders

8. Reporting and Communication: Requirements for keeping shareholders informed and consultation procedures

9. Confidentiality: Obligations regarding confidential information and trade secrets

10. Indemnification: Protection and indemnification of the representative while acting in their capacity

11. Fees and Expenses: Compensation structure and reimbursement of expenses

12. Termination: Circumstances and procedures for terminating the agreement

13. Governing Law and Jurisdiction: Applicable law and jurisdiction for dispute resolution

14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

Optional Sections

1. Multiple Representatives: Required when more than one representative is appointed, detailing their respective roles and coordination

2. Special Voting Arrangements: Needed when specific voting arrangements or thresholds apply to certain decisions

3. Alternate Representative: Provisions for appointing an alternate representative in case of unavailability

4. Conflict Resolution: Specific procedures for resolving conflicts between representatives or with shareholders

5. Digital Communication Protocols: Required when electronic voting or remote participation is contemplated

6. Committee Formation: Needed when the representative has power to form or participate in committees

7. International Considerations: Required when dealing with cross-border shareholders or multiple jurisdictions

Suggested Schedules

1. Schedule 1 - Formal Appointment Details: Detailed terms of appointment including commencement date and initial term

2. Schedule 2 - Scope of Authority: Comprehensive list of matters within the representative's authority

3. Schedule 3 - Fee Structure: Detailed breakdown of fees, expenses, and payment terms

4. Schedule 4 - Communication Protocols: Procedures for regular communications and emergency situations

5. Schedule 5 - Appointing Shareholders: List of shareholders participating in the appointment with their respective shareholdings

6. Schedule 6 - Company Information: Relevant corporate documents and information about the company

7. Appendix A - Power of Attorney: Format of power of attorney if required for specific actions

8. Appendix B - Standard Forms: Templates for regular reports and other standard documents

Authors

Alex Denne

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

Relevant legal definitions






































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Relevant Industries

Financial Services

Technology

Manufacturing

Real Estate

Healthcare

Energy

Telecommunications

Professional Services

Retail

Infrastructure

Mining

Education

Agriculture

Transportation

Media and Entertainment

Relevant Teams

Legal

Corporate Secretarial

Compliance

Corporate Governance

Board Administration

Corporate Affairs

Investor Relations

Executive Management

Finance

Risk Management

Relevant Roles

Company Secretary

Corporate Lawyer

Legal Counsel

Compliance Officer

Corporate Governance Officer

Chief Legal Officer

Board Secretary

Shareholder Representative

Investment Manager

Corporate Affairs Manager

Legal Director

Chief Executive Officer

Chief Financial Officer

Investment Director

Corporate Development Manager

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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