I will draft and review shareholders agreement under indian law
About this Gig
The promoters/founders mostly enter into Shareholders' agreement / Share Purchase Agreement/ Share Subscription Agreement /Rights Agreement with the Investors.
The aforesaid agreements have diferrent purpose to achieve and hence have different requirments and clauses.
Core Clauses which SHA must have:
- Board Composition & Governance: Appointment rights, quorum requirements, and Reserved Matters (Veto rights).
- Reserved Matter: To identify the reserved or restricted matters
- Transfer of Shares: Right of First Refusal (ROFR), Right of First Offer (ROFO), Tag-Along and Drag-Along rights.
- Nominee Director: Board observer or Nomination on the Board based on % of holdings.
- Exit Mechanisms: Initial Public Offering (IPO) tracks, Put/Call options, and Dissolution.
- Share Vesting schedules: Founder reverse vesting clauses to protect equity over time.
- Dispute Resolution: Arbitration clause aligned with the Indian Arbitration and Conciliation Act.
Field of law:
Corporate
Target country:
India
Document type:
Terms and conditions
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Other
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FAQ
What information do you need from me to start drafting the Shareholders’ Agreement (SHA)
I will need your company name, the cap table (current shareholding percentage split), and your commercial understandings or an agreed Term Sheet. If you don't have a formal term sheet, don't worry! I will send you a simple questionnaire to capture your preferences or standard requirements
Does your drafting comply with the Indian Companies Act, 2013 and other Indian Laws?
Yes, absolutely. Every agreement I draft or review is fully compliant with the provisions of the Companies Act, 2013, other indan laws and the standard practices. If your transaction involves foreign investment or non-resident Indians (NRIs), please let me know so I can also ensure these compliance
What is the difference between a Shareholders' Agreement (SHA) and Articles of Association (AoA)?
A Shareholders’ Agreement is a contract between the Founders and Investors defining their mutual rights and obligations. The Articles of Association is a public document filed with the Registrar of Companies (RoC). Post execution, the key clauses of SHA must be incorporated into AoA.I recommend this
Do you offer legal consultation calls to discuss my requirements?
Yes, live consultation is included in my Premium package. We will use Fiverr's secure, built-in video/audio call feature to discuss your business model, governance structure, and any specific concerns you have.
Does this Gig include vetting/reviewing an agreement provided by an investor?
Yes, if an investor or another party has sent you their draft and you want an independent legal expert to check for hidden traps, unbalanced clauses, or unfavorable terms, please order the Basic Package. I will provide a line-by-line review with clear textual comments and provide suggestions.

