A Share Security Agreement is utilized when a party needs to pledge shares as collateral for a loan or other obligations in Canada. This document is essential in various financing transactions, including corporate loans, acquisition financing, and personal lending arrangements where shares serve as security. The agreement must comply with Canadian federal and provincial requirements, particularly the Personal Property Security Act (PPSA) and relevant securities legislation. It includes crucial details about the pledged shares, the secured obligations, enforcement mechanisms, and the rights and obligations of both the pledgor and secured party. The document is particularly important in the Canadian context due to specific registration requirements and the need to perfect security interests under provincial legislation.
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1. Parties: Identifies the pledgor (security provider) and the secured party, including full legal names and addresses
2. Background: Describes the context of the security agreement, including reference to any underlying obligations being secured
3. Definitions and Interpretation: Defines key terms used throughout the agreement and sets out interpretation rules
4. Grant of Security Interest: Core provision creating the security interest over the shares
5. Secured Obligations: Defines the obligations being secured by the share pledge
6. Representations and Warranties: Pledgor's confirmations regarding ownership, authority, and status of shares
7. Covenants: Ongoing obligations of the pledgor regarding the pledged shares
8. Rights and Obligations: Details voting rights, dividends, and other share-related rights during the security period
9. Default and Enforcement: Specifies events of default and enforcement mechanisms
10. Power of Attorney: Appointment of secured party as attorney for enforcement purposes
11. Further Assurance: Obligation to execute additional documents if needed
12. Notices: Communication procedures between parties
13. Assignment and Transfer: Rules regarding transfer of rights under the agreement
14. Governing Law and Jurisdiction: Specifies applicable law and courts
15. Execution: Signature blocks and execution requirements
1. Security Registration: Required if PPSA or other registrations are needed in specific jurisdictions
2. Intercreditor Provisions: Required if multiple secured parties have interests in the shares
3. Foreign Law Considerations: Required if shares are of a foreign company or foreign law applies
4. Tax Provisions: Required if specific tax implications need to be addressed
5. Regulatory Compliance: Required if specific regulatory approvals or notifications are needed
6. Share Transfer Restrictions: Required if there are specific restrictions on share transfer in constituent documents
7. Digital Securities Provisions: Required if shares are held in digital form or through a clearing system
1. Schedule of Pledged Shares: Details of shares being pledged including class, number, and certificate numbers
2. Form of Share Transfer Form: Blank share transfer form to be used upon enforcement
3. Form of Share Power: Document authorizing transfer of shares upon enforcement
4. Shareholders' Resolutions: Any required corporate approvals for the pledge
5. Director Resolutions: Board approvals for the share pledge
6. Notice of Pledge: Form of notice to be given to the company whose shares are pledged
7. Company Acknowledgment: Form of acknowledgment from the company regarding the pledge
Relevant legal definitions
Acceleration Event
Affiliate
Applicable Law
Business Day
Change of Control
Charged Property
Collateral
Default Notice
Disposal
Distribution
Encumbrance
Enforcement Event
Event of Default
Financial Indebtedness
Governmental Authority
Insolvency Event
Lien
Material Adverse Effect
Permitted Security Interest
Pledged Shares
PPSA
Proceeds
Receiver
Related Rights
Secured Obligations
Secured Parties
Security Assets
Security Interest
Security Period
Share Certificates
Shareholders' Rights
Subsidiary
Taxes
Transfer
Voting Rights
Affiliate
Applicable Law
Business Day
Change of Control
Charged Property
Collateral
Default Notice
Disposal
Distribution
Encumbrance
Enforcement Event
Event of Default
Financial Indebtedness
Governmental Authority
Insolvency Event
Lien
Material Adverse Effect
Permitted Security Interest
Pledged Shares
PPSA
Proceeds
Receiver
Related Rights
Secured Obligations
Secured Parties
Security Assets
Security Interest
Security Period
Share Certificates
Shareholders' Rights
Subsidiary
Taxes
Transfer
Voting Rights
Clauses
Interpretation
Definitions
Grant of Security
Secured Obligations
Representations and Warranties
Covenants
Security Perfection
Share Rights
Voting Rights
Dividends and Distributions
Events of Default
Enforcement
Power of Attorney
Further Assurance
Assignment and Transfer
Costs and Expenses
Indemnification
Notices
Amendments
Severability
Entire Agreement
Counterparts
Third Party Rights
Confidentiality
Governing Law
Jurisdiction
Service of Process
Intercreditor Provisions
Registration
Remedies
Definitions
Grant of Security
Secured Obligations
Representations and Warranties
Covenants
Security Perfection
Share Rights
Voting Rights
Dividends and Distributions
Events of Default
Enforcement
Power of Attorney
Further Assurance
Assignment and Transfer
Costs and Expenses
Indemnification
Notices
Amendments
Severability
Entire Agreement
Counterparts
Third Party Rights
Confidentiality
Governing Law
Jurisdiction
Service of Process
Intercreditor Provisions
Registration
Remedies
Relevant Industries
Banking
Financial Services
Private Equity
Investment Management
Corporate Finance
Manufacturing
Technology
Real Estate
Energy
Infrastructure
Healthcare
Retail
Professional Services
Mining
Telecommunications
Relevant Teams
Legal
Finance
Treasury
Compliance
Risk Management
Corporate Secretariat
Investment
Credit
Corporate Development
Mergers & Acquisitions
Relevant Roles
Chief Financial Officer
Corporate Lawyer
Finance Director
Treasury Manager
Legal Counsel
Corporate Secretary
Security Trustee
Compliance Officer
Risk Manager
Investment Manager
Banking Relationship Manager
Portfolio Manager
Credit Risk Officer
Financial Controller
Company Director
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