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Startup Shareholder Agreement

Startup Shareholder Agreement Template for Austria

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Key Requirements PROMPT example:

Startup Shareholder Agreement

"I need a Startup Shareholder Agreement for our Vienna-based software company that's preparing for a Series A funding round in March 2025, including provisions for employee stock options and strong anti-dilution protections for the founding team."

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Document background
The Startup Shareholder Agreement is a crucial legal document used when establishing or restructuring ownership relationships in Austrian startups. It becomes necessary when a startup has multiple shareholders, is preparing for investment rounds, or needs to formalize governance structures. This agreement is particularly important in the Austrian context as it must comply with specific requirements under the GmbH-Gesetz and other relevant Austrian corporate laws while addressing startup-specific needs. The document typically includes provisions for share transfers, voting rights, management decisions, future financing rounds, and exit scenarios, all structured within the Austrian legal framework. It serves as a foundational document that governs shareholder relationships throughout the company's growth stages, from early-stage startup through to potential exit events.
Suggested Sections

1. Parties: Identification of all shareholders and the company

2. Background: Context of the agreement, company history, and purpose of the arrangement

3. Definitions and Interpretation: Definitions of key terms and interpretation rules

4. Share Capital and Shareholders: Details of share capital structure, classes of shares, and current ownership

5. Management and Corporate Governance: Board composition, appointment rights, and decision-making processes

6. Shareholders' Meetings: Procedures for convening and conducting shareholders' meetings, voting rights

7. Transfer Restrictions: Limitations on share transfers, right of first refusal, tag-along and drag-along rights

8. Anti-dilution Protection: Provisions protecting shareholders from dilution in future funding rounds

9. Information Rights: Shareholders' rights to company information and financial reports

10. Confidentiality: Obligations regarding confidential information

11. Competition and Non-Solicitation: Non-compete and non-solicitation obligations of shareholders

12. Term and Termination: Duration of the agreement and termination provisions

13. General Provisions: Miscellaneous legal provisions including governing law, notices, and amendments

Optional Sections

1. Founder Commitments: Specific obligations and commitments of founding shareholders, used when founders remain actively involved

2. Vesting Provisions: Share vesting schedules and conditions, included when shares are subject to vesting

3. Employee Share Scheme: Rules for employee shareholding, included when implementing ESOP or similar schemes

4. Intellectual Property: IP ownership and transfer provisions, important for technology startups

5. Investment Rights: Future investment provisions and preferential rights, included when planning future funding rounds

6. Exit Strategy: Specific provisions regarding company sale or IPO, included when exit is contemplated

7. Dead-lock Resolution: Procedures for resolving shareholder disputes, important for 50/50 ownership structures

8. Good/Bad Leaver Provisions: Consequences of shareholder departure under different circumstances, important for active shareholders

Suggested Schedules

1. Schedule 1 - Share Capital Table: Detailed breakdown of shareholding structure

2. Schedule 2 - Deed of Adherence: Template for new shareholders to join the agreement

3. Schedule 3 - Reserved Matters: List of decisions requiring special majority or unanimous consent

4. Schedule 4 - Company Details: Key company information including registration details

5. Schedule 5 - Business Plan: Current business plan and financial projections

6. Schedule 6 - Vesting Schedule: Detailed vesting terms and conditions if applicable

7. Schedule 7 - Share Transfer Notice: Template for notifying share transfers

8. Appendix A - Articles of Association: Current articles of association of the company

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 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


















































Clauses







































Relevant Industries

Technology

Software Development

Biotechnology

Fintech

E-commerce

Healthcare Technology

Clean Technology

Digital Media

AI and Machine Learning

Internet of Things

Renewable Energy

Consumer Products

Professional Services

Manufacturing Innovation

Food Technology

Relevant Teams

Legal

Executive Leadership

Finance

Corporate Development

Investor Relations

Board of Directors

Corporate Governance

Compliance

Business Development

Strategy

Relevant Roles

CEO

Founder

Co-founder

Chief Legal Officer

General Counsel

Corporate Lawyer

Investment Manager

Venture Capital Partner

Chief Financial Officer

Business Development Director

Board Member

Company Secretary

Startup Attorney

Investment Director

Managing Partner

Chief Operating Officer

Compliance Officer

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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