The Share Pledge Agreement is a crucial security document used in South African financial and corporate transactions where shares are provided as collateral. It is commonly used in loan facilities, acquisition financing, corporate restructurings, and other secured transactions. The agreement must comply with South African securities and companies legislation, including requirements for registration and perfection of security interests. This document typically includes details of the pledged shares, mechanisms for maintaining the security, voting and dividend rights arrangements, and enforcement provisions. The Share Pledge Agreement should be tailored to address specific requirements of South African law while accommodating commercial objectives of the transaction. It is particularly important in the context of BEE transactions, corporate finance arrangements, and cross-border security structures.
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1. Parties: Identification of the Pledgor (shareholder), Pledgee (security holder), and the Company whose shares are being pledged
2. Background: Context of the pledge arrangement, reference to the underlying obligation being secured, and purpose of the agreement
3. Definitions and Interpretation: Definitions of key terms used in the agreement and rules of interpretation
4. Pledge and Security: Core provisions establishing the pledge, describing the pledged shares, and creating the security interest
5. Duration and Release: Term of the pledge and conditions for its release
6. Representations and Warranties: Pledgor's confirmations regarding ownership, authority, and absence of encumbrances on the shares
7. Rights and Obligations: Ongoing obligations of the Pledgor, including maintenance of the security and restrictions on dealing with the shares
8. Voting Rights and Dividends: Provisions governing exercise of voting rights and treatment of dividends during the pledge period
9. Events of Default: Circumstances constituting default and triggering enforcement rights
10. Enforcement: Pledgee's rights and procedures for enforcing the security upon default
11. Costs and Expenses: Allocation of costs related to the preparation, registration, and enforcement of the pledge
12. Notices: Process and requirements for formal communications between parties
13. General Provisions: Standard legal provisions including governing law, jurisdiction, and severability
1. Security Agent: Required when the pledge is held by a security agent on behalf of multiple beneficiaries
2. Tax Provisions: Detailed tax provisions when the pledge arrangement has significant tax implications
3. Further Assurance: Additional obligations to perfect the security, needed for complex share structures
4. Power of Attorney: Specific powers granted to the Pledgee, typically included for listed shares or when required by local practice
5. Electronic Securities: Special provisions for dematerialized shares held in an electronic trading system
6. Company's Obligations: When the Company whose shares are pledged is a party to the agreement
7. Multiple Pledgors: Additional provisions required when shares are pledged by multiple shareholders
1. Schedule 1 - Share Details: Detailed description of the pledged shares including share numbers, certificates, and class of shares
2. Schedule 2 - Form of Notice to Company: Template notice to be sent to the Company regarding the pledge of shares
3. Schedule 3 - Company Acknowledgment: Form of acknowledgment to be signed by the Company
4. Schedule 4 - Share Transfer Form: Blank share transfer form to be held in escrow for enforcement purposes
5. Schedule 5 - Directors' Resolution: Pro forma board resolution approving the registration of the pledge
6. Appendix A - Underlying Agreement Reference: Details of the underlying agreement or obligation being secured by the pledge
Relevant legal definitions
Clauses
Relevant Industries
Banking & Financial Services
Investment & Securities
Private Equity
Corporate Finance
Asset Management
Insurance
Mining & Resources
Real Estate
Manufacturing
Technology
Infrastructure
Professional Services
Relevant Teams
Legal
Finance
Corporate Finance
Treasury
Compliance
Risk Management
Corporate Secretariat
Investment
Credit
Securities Administration
Corporate Governance
Relevant Roles
Legal Counsel
Corporate Lawyer
Finance Director
Chief Financial Officer
Investment Manager
Corporate Secretary
Security Trustee
Compliance Officer
Transaction Manager
Risk Manager
Investment Banker
Private Equity Manager
Portfolio Manager
Credit Manager
Treasury Manager
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