The Silent Shareholder Agreement is utilized when companies seek to raise capital without diluting operational control. This document, governed by English and Welsh law, establishes a framework for passive investment while protecting both the company's management autonomy and the investor's financial interests. It typically includes detailed provisions for profit-sharing, information rights, confidentiality obligations, and exit mechanisms. The agreement is particularly valuable for businesses that want to maintain their existing management structure while accessing additional capital, ensuring compliance with UK company law and financial regulations.
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1. Parties: Identification of all parties involved, including the company, existing shareholders, and the silent shareholder
2. Background: Context of the agreement and the intention to create a silent shareholder arrangement
3. Definitions: Key terms used throughout the agreement
4. Investment Terms: Details of the silent shareholder's investment amount and form
5. Rights and Obligations: Specific rights of the silent shareholder and limitations on involvement
6. Profit Sharing: Terms for distribution of profits and losses
7. Confidentiality: Obligations regarding business information and the existence of the arrangement
8. Term and Termination: Duration of the agreement and circumstances for termination
1. Tag-Along Rights: Rights to join in sale of shares by other shareholders - include when silent shareholder requests exit protection
2. Put Option: Right to sell shares back to the company - include when exit mechanisms for the silent shareholder are needed
3. Information Rights: Specific rights to receive company information - include when silent shareholder requires regular financial updates
4. Anti-dilution Protection: Protection against share value dilution - include when requested by sophisticated investors
1. Schedule 1: Company Information: Details of the company structure and existing shareholders
2. Schedule 2: Investment Details: Specific terms of the investment including amount and payment schedule
3. Schedule 3: Profit Calculation Method: Detailed methodology for calculating profit share
4. Appendix A: Initial Business Plan: Current business plan and projections (if relevant)
5. Appendix B: Reporting Templates: Format for regular financial reports to silent shareholder
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