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Pledge Of Shares Agreement
"I need a Pledge of Shares Agreement under Nigerian law to secure a 5-year corporate loan from ABC Bank Limited, where XYZ Manufacturing Ltd is pledging 60% of its shares in its subsidiary company as collateral, to be effective from March 1, 2025."
1. Parties: Identification of the Pledgor (shareholder) and Pledgee (security holder), including full legal names and addresses
2. Background: Context of the pledge arrangement, including reference to any underlying debt or obligation
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Pledge and Security Interest: Core provisions creating the pledge over the shares, including the scope of security interest
5. Representations and Warranties: Pledgor's declarations regarding ownership, authority to pledge, and status of shares
6. Covenants: Ongoing obligations of the Pledgor regarding the pledged shares
7. Rights and Obligations: Respective rights and obligations of both parties during the pledge period
8. Voting Rights and Dividends: Provisions governing exercise of voting rights and treatment of dividends
9. Events of Default: Circumstances constituting default under the agreement
10. Enforcement: Mechanisms and procedures for enforcing the pledge upon default
11. Duration and Release: Term of the pledge and conditions for release of security
12. Notices: Communication procedures between parties
13. Governing Law and Jurisdiction: Specification of Nigerian law as governing law and jurisdiction for disputes
14. Execution: Signature blocks and execution formalities
1. Corporate Authorization: Required when either party is a corporate entity, detailing corporate approvals
2. Tag-Along Rights: Optional provisions for other shareholders' rights in case of share transfer
3. Power of Attorney: Optional section granting Pledgee power to act on Pledgor's behalf in specific circumstances
4. Further Assurance: Additional provisions for future actions to perfect the security
5. Share Transfer Restrictions: Additional restrictions on share transfers beyond the pledge
6. Multiple Pledgors: Required when shares are pledged by multiple shareholders
7. Costs and Expenses: Optional detailed provisions on transaction costs and ongoing expenses
1. Schedule 1 - Details of Pledged Shares: Comprehensive details of the shares being pledged, including share certificate numbers and company details
2. Schedule 2 - Form of Notice to Company: Template notice to be sent to the company regarding the pledge of shares
3. Schedule 3 - Company Acknowledgment: Form of company's acknowledgment of the share pledge
4. Schedule 4 - Share Transfer Form: Blank share transfer form signed by Pledgor for enforcement purposes
5. Schedule 5 - Corporate Authorizations: Copies of relevant corporate approvals and resolutions
6. Appendix A - Registration Requirements: Checklist of registration requirements with CAC and other authorities
7. Appendix B - Specimen Signatures: Specimen signatures of authorized signatories
Authors
Applicable Law
Business Day
CAC
CAMA
Charged Shares
Company
Default Interest Rate
Dividend Rights
Effective Date
Encumbrance
Event of Default
Financial Indebtedness
Governing Law
Lien
Material Adverse Effect
Notice
Parties
Pledge
Pledged Shares
Pledged Rights
Pledgee
Pledgor
Related Rights
Secured Obligations
Security Interest
Security Period
Share Certificates
Shares
SEC
Securities
Stamp Duties
Transaction Documents
Transfer Form
Voting Rights
Working Day
Grant of Security
Security Creation
Representations and Warranties
Covenants
Share Rights
Voting Rights
Dividend Rights
Default
Enforcement
Power of Attorney
Registration
Costs and Expenses
Assignment and Transfer
Amendments
Severability
Notices
Waiver
Indemnification
Confidentiality
Further Assurance
Counterparts
Governing Law
Dispute Resolution
Termination
Entire Agreement
Banking
Financial Services
Investment Management
Private Equity
Corporate Services
Insurance
Real Estate
Manufacturing
Technology
Energy
Telecommunications
Professional Services
Legal
Finance
Corporate Secretarial
Compliance
Risk Management
Corporate Finance
Investment
Operations
Credit
Securities Administration
Legal Counsel
Corporate Lawyer
Finance Director
Chief Financial Officer
Investment Manager
Company Secretary
Compliance Officer
Corporate Finance Manager
Risk Manager
Transaction Manager
Security Trustee
Portfolio Manager
Managing Director
Chief Executive Officer
Legal Director
Banking Operations Manager
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