Company Ownership Agreement Template for Philippines

1. Tag-Along Rights: Used when minority shareholders need protection to join in sale of shares by majority shareholders

2. Drag-Along Rights: Included when majority shareholders may need to force minorities to join in a company sale

3. Anti-Dilution Provisions: Added when protecting certain shareholders from equity dilution is necessary

4. Special Rights for Specific Share Classes: Required when the company has multiple share classes with different rights

5. Foreign Ownership Compliance: Needed when foreign shareholders are involved, ensuring compliance with Philippine foreign ownership restrictions

6. Deadlock Resolution: Important for companies with 50-50 ownership splits

7. Pre-emptive Rights: Optional section for giving existing shareholders priority in new share issuances

8. Put and Call Options: Include when shareholders want specific share purchase or sale rights

1. Schedule A - Share Capital and Shareholding Structure: Detailed breakdown of share classes, numbers, and ownership percentages

2. Schedule B - Initial Officers and Directors: List of initial board members and corporate officers with their positions

3. Schedule C - Reserved Matters: List of decisions requiring special majority or unanimous approval

4. Schedule D - Company Information: Detailed company information including registration numbers, registered address, and other corporate details

5. Schedule E - Deed of Adherence: Template for new shareholders to join the agreement

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

7. Schedule G - Transfer Procedures: Detailed procedures and forms for share transfers

8. Schedule H - Competing Business Restrictions: Details of any non-compete obligations and restricted activities