Private Equity Shareholders Agreement Template for Canada

1. Anti-Dilution Protection: Provisions protecting investors from dilution in down rounds, used when specifically requested by investors

2. Preferred Share Rights: Special rights attached to preferred shares, included when the investment includes preferred shares

3. Management Incentive Plan: Employee share option or phantom equity schemes, included when management incentivization is part of the deal

4. Strategic Decisions Committee: Special committee structure for key decisions, used in complex governance structures

5. Put Option Rights: Right to force company/other shareholders to buy shares, included for minority protection

6. Emergency Funding Provisions: Mechanisms for emergency capital calls or bridge financing, used in early-stage or volatile businesses

7. Deadlock Resolution: Procedures for resolving shareholder disputes, important in 50/50 ownership structures

8. Environmental, Social and Governance (ESG) Provisions: ESG compliance and reporting requirements, included when investors have specific ESG policies

1. Schedule 1 - Share Capital Table: Detailed breakdown of shareholding structure and share classes

2. Schedule 2 - Reserved Matters List: Comprehensive list of decisions requiring special approval

3. Schedule 3 - Initial Business Plan: Agreed business plan and financial projections

4. Schedule 4 - Form of Deed of Adherence: Template for new shareholders joining the agreement

5. Schedule 5 - Competitors List: Defined list of competitors for non-compete provisions

6. Schedule 6 - Information Rights Requirements: Detailed reporting requirements and templates

7. Schedule 7 - Tag Along Procedures: Detailed procedures for implementing tag-along rights

8. Schedule 8 - Valuation Methodology: Agreed methods for share valuation in various scenarios

9. Appendix A - Initial Board Composition: List of initial directors and their roles

10. Appendix B - Key Performance Indicators: Agreed metrics for monitoring company performance