The Founders Shares Agreement is a crucial document used when establishing a new company in the UAE or formalizing the relationship between existing founders. It serves as the primary instrument for defining the founders' rights, obligations, and relationships within the company structure. This agreement must comply with UAE Federal Law No. 32 of 2021 and related regulations, including specific provisions for foreign ownership and local partner requirements where applicable. The document typically includes detailed sections on share capital structure, management rights, transfer restrictions, exit mechanisms, and protective provisions. It's essential for startups, joint ventures, and new business formations across various sectors in the UAE, providing a clear framework for corporate governance and dispute resolution.
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1. Parties: Identification of all founding shareholders and the company
2. Background: Context of the agreement, including company formation details and purpose
3. Definitions and Interpretation: Key terms used throughout the agreement and interpretation rules
4. Share Capital and Shareholding: Details of share capital structure, share classes, and initial shareholding percentages
5. Subscription and Payment: Terms for share subscription, payment obligations, and timing
6. Founders' Commitments: Core obligations, roles, and responsibilities of each founder
7. Business of the Company: Scope of business activities and any restrictions
8. Management and Control: Governance structure, board composition, and decision-making processes
9. Reserved Matters: Decisions requiring special majority or unanimous consent
10. Transfer Restrictions: Limitations on share transfers and required procedures
11. Pre-emptive Rights: Rights of first refusal on new share issuances
12. Tag-Along and Drag-Along Rights: Co-sale rights and forced sale provisions
13. Exit Provisions: Mechanisms for company sale, IPO, or other exit events
14. Confidentiality: Protection of company and founder confidential information
15. Non-Competition and Non-Solicitation: Restrictions on competitive activities and employee poaching
16. Term and Termination: Duration of agreement and termination circumstances
17. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and governing law
18. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Intellectual Property Rights: Provisions for IP ownership and transfer when founders are contributing intellectual property
2. Founder Employment: Terms of founders' employment when founders will be employed by the company
3. Future Funding: Provisions regarding future investment rounds and related procedures when external investment is anticipated
4. Vesting Provisions: Share vesting schedules and conditions when founders agree to vest their shares over time
5. Dead-Lock Resolution: Specific procedures for resolving management dead-locks in case of equal shareholding
6. Founder Loans: Terms for any loans provided by founders to the company
7. Share Valuation: Methodology for share valuation in various transfer scenarios
8. UAE Local Partner Provisions: Special provisions when a UAE local partner is involved for compliance with local ownership requirements
1. Schedule 1: Details of the Company: Company registration information, share capital, and current shareholding structure
2. Schedule 2: Business Plan: Initial business plan and key milestones
3. Schedule 3: Deed of Adherence: Template for new shareholders to become bound by the agreement
4. Schedule 4: Reserved Matters List: Detailed list of decisions requiring special approval
5. Schedule 5: Initial Board Composition: List of initial directors and their details
6. Schedule 6: Founder Commitments: Detailed description of each founder's specific commitments and contributions
7. Schedule 7: Share Transfer Procedures: Detailed procedures and forms for share transfers
8. Schedule 8: Anti-Money Laundering Compliance: AML procedures and requirements as per UAE law
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