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Shareholder Subscription Agreement
"I need a Shareholder Subscription Agreement under Saudi Arabian law for a tech startup's Series A funding round, where a foreign venture capital firm will subscribe for 20% of the company's shares, with completion targeted for March 2025."
1. Parties: Identification of the Company and the Subscriber(s), including full legal names and details as required by Saudi law
2. Background: Recitals explaining the context of the subscription, company's status, and authorization for share issuance
3. Definitions and Interpretation: Key terms used in the agreement and rules of interpretation, including Arabic/English language precedence
4. Subscription and Payment: Details of shares being subscribed for, subscription price, and payment terms
5. Completion: Conditions precedent, completion mechanics, and timing requirements
6. Warranties and Representations: Standard warranties from both the Company and Subscriber, including Shariah compliance confirmations
7. Subscriber's Undertakings: Pre and post-completion obligations of the subscriber
8. Company's Undertakings: Obligations of the company regarding the subscription shares and corporate actions
9. Regulatory Compliance: Compliance with Saudi laws, CMA regulations, and other applicable requirements
10. Confidentiality: Obligations regarding confidential information and announcements
11. Notices: Process for serving notices and communications
12. General Provisions: Standard boilerplate clauses including entire agreement, variations, and severability
13. Governing Law and Jurisdiction: Saudi law as governing law and jurisdiction of Saudi courts
1. Tag-Along Rights: Include when existing shareholders require protection in case of future share transfers
2. Drag-Along Rights: Include when majority shareholders want the right to force minority shareholders to join in a sale
3. Anti-dilution Protection: Include for minority shareholders requiring protection against future dilutive share issues
4. Board Representation: Include when subscriber is to receive board representation rights
5. Dividend Policy: Include when specific dividend arrangements are agreed
6. Share Transfer Restrictions: Include when specific transfer restrictions beyond statutory requirements are needed
7. Islamic Finance Provisions: Include specific Shariah compliance provisions when required by parties or financing structure
1. Subscription Details: Details of shares, price per share, and total subscription amount
2. Form of Completion Certificate: Template certificate confirming completion of subscription requirements
3. Company Information: Key corporate information including shareholding structure and corporate documents
4. Warranties: Detailed warranties from both Company and Subscriber
5. Required Regulatory Approvals: List of required governmental and regulatory approvals
6. Form of Board Resolution: Template board resolution approving the subscription
7. KYC Requirements: List of required KYC documents and forms as per Saudi regulations
8. Shariah Compliance Certificate: If applicable, certificate from Shariah advisor confirming compliance
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Find the exact document you need
Shareholder Subscription Agreement
A Saudi Arabian law-governed agreement detailing terms and conditions for share subscription, including price, warranties, and regulatory compliance requirements.
Shareholder Transfer Agreement
A Saudi Arabian law-governed agreement facilitating the formal transfer of company shares between shareholders, ensuring compliance with local regulations and Sharia principles.
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