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Quick Answer
An SHA supplements the Articles of Association and codifies investor-investor and investor-promoter understandings. Standard provisions include: (i) representations and warranties; (ii) reserved matters / consent matters requiring investor approval; (iii) anti-dilution protection; (iv) tag-along (minority right to participate in promoter exit) and drag-along (majority right to compel minority exit); (v) Right of First Refusal / Right of First Offer on share transfers; (vi) liquidation preferences for preference shareholders; (vii) board composition and observer rights; (viii) information rights; (ix) ESOP allocation framework; (x) lock-in periods; (xi) deadlock resolution; (xii) dispute resolution (typically arbitration).
Statutory reference
Indian Contract Act 1872
Related practice areas
Private contract among shareholders governing their inter se rights — voting agreements, transfer restrictions, tag-along, drag-along, ROFR/ROFO, reserved matters, board composition, and exit provisions.
Shareholders Agreement is governed by Indian Contract Act 1872. An SHA supplements the Articles of Association and codifies investor-investor and investor-promoter understandings. Standard provisions include: (i) representations and warranties; (ii) reserved matters / consent matters requiring investor approval; (iii) anti-dilution protection; (iv) tag-along (minority right to participate in promoter exit) and drag-along (majority right to compel minority exit); (v) Right of First Refusal / Right of First Offer on share transfers; (vi) liquidation preferences for preference shareholders; (vii) board composition and observer rights; (viii) information rights; (ix) ESOP allocation framework; (x) lock-in periods; (xi) deadlock resolution; (xii) dispute resolution (typically arbitration).
Shareholders Agreement falls under Corporate & Business. NyaySevak matches you with a Bar-Council-verified advocate in the relevant practice area — the first consultation is free.