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Startup Equity Agreement Template for India

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Key Requirements PROMPT example:

Startup Equity Agreement

"I need a Startup Equity Agreement for my AI technology company based in Bangalore, for a Series A investment of Rs. 5 crore from a US-based venture capital firm, with specific provisions for ESOP allocation and foreign investment compliance."

Document background
The Startup Equity Agreement is a crucial document in the Indian startup ecosystem, typically used when a startup company is raising capital through equity investment. It becomes necessary when new investors are bringing capital into the company in exchange for shares, whether during seed funding, Series A, or subsequent funding rounds. The agreement must comply with Indian corporate law, particularly the Companies Act 2013, SEBI regulations, and FEMA guidelines for foreign investments. It addresses key aspects such as share valuation, investor rights, governance structure, exit mechanisms, and protection of both investor and founder interests. The document is essential for establishing clear terms of investment, preventing future disputes, and ensuring regulatory compliance while providing a framework for the company's growth and subsequent funding rounds.
Suggested Sections

1. Parties: Details of the startup company, existing shareholders, and new investors

2. Background: Recitals explaining the context of the investment and company's business

3. Definitions: Definitions of key terms used throughout the agreement

4. Investment Terms: Details of the investment amount, valuation, and number of shares being issued

5. Share Subscription: Terms of share issuance, payment mechanics, and completion requirements

6. Representations and Warranties: Statements of fact and assurances from the company and existing shareholders

7. Investor Rights: Special rights granted to investors including information rights and board representation

8. Transfer Restrictions: Limitations on transfer of shares and right of first refusal provisions

9. Tag-Along and Drag-Along Rights: Co-sale rights and forced sale provisions

10. Board Composition: Structure and composition of the board of directors

11. Reserved Matters: Decisions requiring special approval from investors

12. Covenants: Ongoing obligations of the company and existing shareholders

13. Term and Termination: Duration of the agreement and circumstances for termination

14. Confidentiality: Protection of confidential information

15. Dispute Resolution: Mechanism for resolving disputes between parties

16. General Provisions: Standard boilerplate clauses including notices, amendments, and governing law

Optional Sections

1. Anti-Dilution Protection: Protection for investors against future down rounds, used in high-risk investments

2. Liquidation Preference: Special rights on liquidation events, typically included for significant investments

3. ESOP Pool: Creation and terms of employee stock option pool, needed if employee equity is planned

4. Foreign Investment Compliance: Special provisions for foreign investors to ensure FEMA compliance

5. Founders' Vesting: Vesting schedule for founders' shares, useful for early-stage startups

6. Non-Compete and Non-Solicit: Restrictions on founders and key employees, important for protecting company interests

7. Future Funding Rounds: Provisions for subsequent investment rounds, relevant for staged investments

8. Strategic Rights: Special rights for strategic investors, used when strategic partners invest

Suggested Schedules

1. Schedule 1: Cap Table: Pre and post-investment shareholding pattern

2. Schedule 2: Company Information: Detailed information about the company including corporate and financial details

3. Schedule 3: Subscription Details: Detailed breakdown of investment amounts and share allocation

4. Schedule 4: Representations and Warranties: Detailed representations and warranties by the company and founders

5. Schedule 5: Reserved Matters: Comprehensive list of matters requiring investor approval

6. Schedule 6: Conditions Precedent: List of conditions to be satisfied before investment

7. Schedule 7: Key Employees: Details of key employees and their commitments

8. Schedule 8: Intellectual Property: List of company's intellectual property assets

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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Relevant Industries

Technology

E-commerce

Financial Services

Healthcare

Education Technology

Clean Technology

Manufacturing

Biotechnology

Software Services

Consumer Internet

Artificial Intelligence

Retail

Agriculture Technology

Media and Entertainment

Logistics and Supply Chain

Relevant Teams

Legal

Finance

Corporate Affairs

Compliance

Board of Directors

Executive Leadership

Investment

Company Secretarial

Business Development

Risk Management

Relevant Roles

CEO

Founder

Managing Director

Chief Financial Officer

Company Secretary

Legal Counsel

Investment Manager

Venture Capitalist

Private Equity Manager

Corporate Lawyer

Investment Banker

Board Director

Compliance Officer

Business Development Manager

Startup Advisor

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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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