Equity Participation Agreement Template for Denmark

The Equity Participation Agreement serves as the primary legal framework for equity investments in Danish companies, whether for venture capital, private equity, or strategic corporate investments. It is essential when an investor seeks to acquire a minority or majority stake in a company while establishing clear rights and obligations under Danish law. The document typically includes detailed provisions on share valuation, transfer restrictions, governance rights, and investor protections, ensuring compliance with the Danish Companies Act and related regulations. This agreement is particularly crucial for structuring investments in private companies, defining shareholder relationships, and setting out mechanisms for future exits or additional investment rounds. The document must be carefully drafted to align with Danish corporate governance requirements and market standards while protecting all parties' interests.

1. Parties: Identification of the parties entering into the agreement, including the company, existing shareholders (if relevant), and the investor

2. Background: Context of the transaction, including company overview and investment rationale

3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation

4. Subscription/Purchase of Shares: Details of the equity participation, including number and class of shares, price per share, and percentage of ownership

5. Payment Terms: Terms and conditions for payment of the investment amount, including payment method and timeline

6. Completion: Conditions precedent, completion mechanics, and timing of the investment

7. Representations and Warranties: Statements of fact and assurances from both the company and the investor

8. Governance Rights: Investor's rights regarding company management, board representation, and voting rights

9. Transfer Restrictions: Limitations on the transfer of shares and pre-emptive rights

10. Information Rights: Investor's rights to receive financial and operational information

11. Confidentiality: Obligations regarding confidential information and announcements

12. Term and Termination: Duration of the agreement and circumstances for termination

13. General Provisions: Standard legal provisions including notices, amendments, governing law, and jurisdiction