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Equity Pledge Agreement for Canada

Equity Pledge Agreement Template for Canada

A Canadian Equity Pledge Agreement is a crucial security document used in secured financing transactions where shares or other equity interests are provided as collateral. The agreement establishes and documents a security interest in shares, complying with requirements under provincial Personal Property Security Acts (PPSA) and relevant corporate legislation. It includes detailed provisions for the creation, perfection, and enforcement of the security interest, along with mechanisms for handling voting rights, dividends, and share certificates. The document must address both federal and provincial requirements, particularly regarding securities transfer and personal property security regulations.

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Equity Pledge Agreement

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What is a Equity Pledge Agreement?

An Equity Pledge Agreement is commonly used in Canadian financing transactions where a lender requires security over shares or other equity interests owned by a borrower or guarantor. The agreement serves as the primary document creating and evidencing the pledge of shares as collateral. It is particularly relevant in corporate finance, acquisition financing, and restructuring scenarios. The document must comply with provincial Personal Property Security Acts (PPSA), securities transfer legislation, and federal corporate laws. Key considerations include the type of shares (certificated vs. uncertificated), jurisdiction of the issuing corporation, and any restrictions on share transfers. The agreement typically includes detailed provisions on perfection requirements, voting rights, dividend arrangements, and enforcement mechanisms. This document type is essential for secured lenders in Canada to establish enforceable security interests in shares and protect their rights as secured creditors.

What sections should be included in a Equity Pledge Agreement?

1. Parties: Identification of the Pledgor and Pledgee, including full legal names and addresses

2. Background: Context of the pledge agreement, including reference to any underlying obligations being secured

3. Definitions: Definitions of key terms used throughout the agreement, including 'Pledged Shares', 'Event of Default', and 'Security Interest'

4. Pledge and Security Interest: Core provision creating the pledge and security interest in the shares

5. Representations and Warranties of Pledgor: Pledgor's confirmations regarding ownership, authority, and absence of encumbrances on the pledged shares

6. Covenants of Pledgor: Ongoing obligations of the Pledgor regarding the pledged shares

7. Voting Rights and Dividends: Provisions governing exercise of voting rights and receipt of dividends prior to and following an Event of Default

8. Events of Default: Circumstances constituting default under the agreement

9. Remedies: Rights and remedies of the Pledgee upon occurrence of an Event of Default

10. Perfection and Registration: Requirements for perfecting the security interest, including PPSA registrations

11. Term and Termination: Duration of the pledge and conditions for termination

12. General Provisions: Standard provisions including notices, governing law, assignment, and amendments

What sections are optional to include in a Equity Pledge Agreement?

1. Share Certificates: Required for certificated shares, detailing delivery and handling of physical certificates

2. Control Agreement Provisions: Required for uncertificated securities or securities accounts

3. Foreign Share Provisions: Required when pledged shares are of non-Canadian corporations

4. Regulatory Compliance: Required for public company shares or when regulatory approvals are needed

5. Subordination Provisions: Required when there are multiple security interests or lenders

6. Power of Attorney: Optional provision granting Pledgee power to execute documents on Pledgor's behalf

7. Tax Provisions: Required when pledge arrangement has specific tax implications

What schedules should be included in a Equity Pledge Agreement?

1. Schedule A - Description of Pledged Shares: Detailed description of pledged shares including number, class, and issuer details

2. Schedule B - Form of Stock Power: Form of stock power of attorney for transfer of shares upon enforcement

3. Schedule C - Existing Liens: List of permitted existing liens or encumbrances on the pledged shares

4. Schedule D - Required Consents: List of required corporate, regulatory, or third-party consents

5. Appendix 1 - Registration Rights: Details of any registration rights associated with the pledged shares

6. Appendix 2 - Shareholder Agreements: Reference to or incorporation of relevant shareholder agreement provisions

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

Jurisdiction

Canada

Document Type

Security Agreement

Cost

Free to use
Relevant legal definitions

































Clauses






























Relevant Industries

Banking & Finance

Investment Management

Private Equity

Venture Capital

Corporate Services

Financial Services

Real Estate

Technology

Manufacturing

Energy

Mining

Healthcare

Professional Services

Relevant Teams

Legal

Finance

Treasury

Compliance

Risk Management

Corporate Secretariat

Credit

Investment

Corporate Development

Securities

Relevant Roles

Chief Financial Officer

Corporate Lawyer

Finance Director

Investment Manager

Legal Counsel

Compliance Officer

Corporate Secretary

Treasury Manager

Risk Manager

Securities Lawyer

Banking Lawyer

Portfolio Manager

Credit Manager

Transaction Manager

Senior Counsel

Finance 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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