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Business Ownership Agreement

Business Ownership Agreement Template for Philippines

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Key Requirements PROMPT example:

Business Ownership Agreement

"I need a Business Ownership Agreement for a technology startup in Manila with three co-founders (two local and one foreign investor), planning to launch operations in March 2025, with specific provisions for intellectual property rights and future funding rounds."

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Document background
The Business Ownership Agreement serves as a foundational document for businesses operating in the Philippines, whether newly established or undergoing ownership restructuring. This agreement is essential when multiple parties invest in or own a business entity, requiring clear documentation of their rights, obligations, and relationships. It must comply with Philippine legislation, including the Revised Corporation Code, Foreign Investments Act, and relevant tax regulations. The document typically includes detailed provisions on ownership percentages, management rights, profit distribution, transfer restrictions, and dispute resolution mechanisms. It's particularly crucial for businesses with multiple stakeholders, foreign investment components, or complex ownership structures, providing a legal framework that protects all parties' interests while ensuring operational efficiency and regulatory compliance.
Suggested Sections

1. Parties: Identifies and provides full details of all parties entering into the agreement, including their legal capacity and contact information

2. Background: Describes the context of the agreement, including the business's nature and the parties' intention to enter into an ownership arrangement

3. Definitions: Defines key terms used throughout the agreement to ensure clarity and prevent misinterpretation

4. Business Structure and Ownership: Details the legal structure of the business and specifies ownership percentages and classes of shares if applicable

5. Capital Contributions: Specifies initial and any required future capital contributions from each owner

6. Management and Control: Outlines management structure, voting rights, and decision-making processes

7. Profit and Loss Distribution: Details how profits and losses will be distributed among owners

8. Transfer Restrictions: Specifies restrictions on transferring ownership interests and right of first refusal provisions

9. Exit Provisions: Outlines procedures for owner exit, including buyout terms and valuation methods

10. Dispute Resolution: Establishes procedures for resolving disputes between owners

11. Confidentiality: Defines confidential information and obligations to maintain confidentiality

12. Term and Termination: Specifies the agreement's duration and conditions for termination

13. Governing Law: Confirms Philippine law as governing law and specifies jurisdiction

14. General Provisions: Includes standard clauses such as amendments, notices, and severability

Optional Sections

1. Intellectual Property Rights: Used when the business owns significant IP assets, defining ownership and usage rights

2. Multiple Business Locations: Include when the business operates in multiple locations to specify management and profit allocation per location

3. Foreign Ownership Provisions: Required when any owner is non-Filipino, addressing compliance with Foreign Investments Act

4. Special Purpose Vehicle: Used when the business is created for a specific project or venture

5. Family Succession Planning: Important for family-owned businesses to outline succession rules

6. Employee Ownership Provisions: Include when implementing employee ownership schemes

7. Digital Assets Management: Required when the business has significant digital assets or online operations

8. Environmental Compliance: Necessary for businesses in industries with environmental impact considerations

Suggested Schedules

1. Schedule A - Capital Contributions: Detailed breakdown of each owner's capital contributions, including valuations of non-cash contributions

2. Schedule B - Ownership Structure: Detailed share allocation and classes of shares if applicable

3. Schedule C - Business Assets: Comprehensive list of business assets and their ownership status

4. Schedule D - Management Structure: Organizational chart and detailed management responsibilities

5. Schedule E - Restricted Activities: List of actions requiring special approval from owners

6. Schedule F - Valuation Methods: Agreed methods for business valuation in case of exit or disputes

7. Appendix 1 - Business Plan: Initial business plan and strategic objectives

8. Appendix 2 - Financial Projections: Initial financial projections and budgets

9. Appendix 3 - Compliance Certificates: Copies of relevant business permits and certificates

Authors

Alex Denne

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

alex.den.21@genieai.co
Relevant legal definitions















































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Relevant Industries

Manufacturing

Technology

Retail

Real Estate

Professional Services

Financial Services

Healthcare

Food and Beverage

Agriculture

Construction

Tourism and Hospitality

Education

Transportation and Logistics

Energy and Utilities

Media and Entertainment

Relevant Teams

Legal

Corporate Affairs

Finance

Compliance

Risk Management

Business Development

Corporate Governance

Investment Relations

Executive Leadership

Board Secretariat

Relevant Roles

Chief Executive Officer

Managing Director

Business Owner

Corporate Lawyer

Legal Counsel

Chief Financial Officer

Company Secretary

Investment Manager

Business Development Director

Compliance Officer

Corporate Governance Officer

Risk Management Officer

Board Member

Shareholder Relations Manager

Private Equity 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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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