Company Ownership Agreement for Philippines

Company Ownership Agreement Template for Philippines

A comprehensive legal document governed by Philippine law that establishes and regulates the ownership structure, rights, and obligations of shareholders in a corporation. This agreement operates within the framework of the Revised Corporation Code of the Philippines and related legislation, detailing share distribution, voting rights, transfer restrictions, management provisions, and shareholder protections. It serves as the foundational document for corporate governance and shareholder relationships, ensuring compliance with local regulatory requirements while protecting the interests of all parties involved.

Your data doesn't train Genie's AI

You keep IP ownership of your information

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Download a Standard Template

4.6 / 5
4.8 / 5
Access for free
OR

Alternatively: Run an advanced review of an existing
Company Ownership Agreement

Let Genie AI's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
Upload your Doc

What is a Company Ownership Agreement?

The Company Ownership Agreement is essential for businesses operating in the Philippines that need to formalize their ownership structure and shareholder relationships. This document becomes particularly crucial during company formation, when new shareholders join, or when existing ownership structures need reorganization. It must comply with the Revised Corporation Code of the Philippines and related regulations, including foreign ownership restrictions where applicable. The agreement typically covers share capital distribution, voting rights, transfer restrictions, management rights, dividend policies, and dispute resolution mechanisms. It's particularly important for companies with multiple shareholders, foreign investors, or complex ownership structures, serving as the primary reference point for ownership-related matters and corporate governance.

What sections should be included in a Company Ownership Agreement?

1. Parties: Identifies all shareholders and the company, including their complete legal names and addresses

2. Background: Explains the context of the agreement, company formation details, and purpose of the arrangement

3. Definitions: Defines key terms used throughout the agreement for clarity and legal certainty

4. Share Capital and Ownership Structure: Details the company's authorized capital, issued shares, and ownership distribution

5. Rights and Obligations of Shareholders: Outlines shareholders' voting rights, dividend rights, and general obligations

6. Share Transfer Restrictions: Specifies conditions and procedures for transferring shares, including right of first refusal

7. Management and Control: Details governance structure, board composition, and decision-making processes

8. Meetings and Resolutions: Procedures for shareholder meetings, voting requirements, and resolution passing

9. Dividend Policy: Sets out the approach to declaring and distributing dividends

10. Dispute Resolution: Procedures for handling disagreements between shareholders

11. Confidentiality: Obligations regarding company and shareholder information confidentiality

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

13. Governing Law: Confirms Philippine law as governing law and relevant jurisdiction

14. Execution: Formal signing section with witness requirements

What sections are optional to include in a Company Ownership Agreement?

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

What schedules should be included in a Company Ownership Agreement?

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

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Philippines

Publisher

Genie AI

Document Type

Ownership Agreement

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Technology

Manufacturing

Retail

Financial Services

Real Estate

Professional Services

Healthcare

Education

Hospitality

Construction

Energy

Agriculture

Transportation

Media and Entertainment

Relevant Teams

Legal

Corporate Secretariat

Compliance

Finance

Corporate Governance

Board Secretariat

Risk Management

Investor Relations

Corporate Affairs

Business Development

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Company Secretary

Corporate Lawyer

Legal Counsel

Compliance Officer

Board Director

Managing Director

Corporate Governance Officer

Investment Manager

Shareholder Relations Manager

Business Development Director

Corporate Finance Manager

Risk Management Officer

Company Registrar

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Joint House Purchase Agreement

A Philippine law-governed agreement establishing terms for joint residential property purchase and ownership between multiple parties.

Download

Organization Partnership Agreement

A Philippine law-governed agreement establishing and regulating partnerships between organizations, defining terms of collaboration and mutual obligations.

Download

Land Ownership Agreement

A legally binding agreement under Philippine law that documents and executes the transfer of land ownership between parties.

Download

Tenancy In Common Contract

A legal agreement under Philippine law establishing shared property ownership rights and responsibilities between multiple owners as tenants in common.

Download

Ownership Contract

A legally binding contract for property ownership transfer under Philippine law, detailing terms, conditions, and obligations of all parties involved.

Download

Joint Home Ownership Agreement

A Philippine law-governed agreement establishing terms and conditions for joint ownership of real property, including rights, responsibilities, and management procedures.

Download

Software Ownership Agreement

A legal agreement under Philippine law that transfers complete ownership rights of software and related intellectual property from one party to another.

Download

Shared Ownership Contract

A Philippine law-compliant agreement establishing terms and conditions for shared property ownership between multiple parties.

Download

Shared Ownership Agreement

A Philippine law-governed agreement establishing rights and obligations between co-owners of a property, defining ownership shares, management responsibilities, and operational procedures.

Download

Partnership Contract Agreement

A legal agreement under Philippine law establishing a business partnership, defining partners' rights, responsibilities, and operational framework.

Download

Ownership Percentage Agreement

A Philippine law-governed agreement that establishes ownership percentages and rights among multiple business owners, ensuring compliance with local corporate regulations.

Download

Company Ownership Contract

A legally binding agreement under Philippine law that establishes or transfers company ownership rights, detailing share ownership terms and corporate governance provisions.

Download

Company Ownership Agreement

A Philippine law-governed agreement establishing corporate ownership structure, shareholder rights, and governance framework.

Download

Business Ownership Agreement

A Philippine law-governed agreement that establishes business ownership structure, rights, and responsibilities between owners while ensuring compliance with local regulations.

Download

Equal Ownership Contract

A Philippine law-governed contract establishing equal ownership rights and responsibilities between multiple parties, defining shared management and profit distribution arrangements.

Download

Startup Business Partnership Agreement

A comprehensive partnership agreement for startup businesses in the Philippines, establishing partner rights and obligations under Philippine law.

Download

Joint Business Partnership Agreement

A Philippine law-governed agreement establishing a business partnership, defining partner rights, responsibilities, and operational framework.

Download

Mutual Partnership Agreement

A Philippine law-governed agreement establishing a mutual partnership between parties, defining their rights, obligations, and operational framework.

Download

Intellectual Property Ownership Contract

A Philippine law-governed agreement for transferring intellectual property ownership rights, compliant with Republic Act No. 8293.

Download

Fractional Ownership Agreement

A Philippine law-governed agreement establishing shared ownership rights and responsibilities for high-value assets among multiple parties.

Download

Beneficial Owner Agreement

A Philippine law-governed agreement establishing the rights and obligations between legal and beneficial owners of assets or shares, ensuring regulatory compliance.

Download

Sales Partnership Agreement

A Philippine law-governed agreement establishing terms and conditions for sales partnerships, including commission structures and territorial rights.

Download

Property Sharing Agreement

A Philippine law-governed agreement establishing rights and obligations between property co-owners, defining ownership shares, usage rights, and management responsibilities.

Download

Partnership Investment Agreement

A Philippine law-governed agreement establishing terms for partnership investment, including capital contributions, profit-sharing, and management rights.

Download

Joint Purchase Agreement

A Philippine law-governed agreement enabling multiple parties to collectively purchase goods or services, defining terms for shared procurement activities.

Download

Ownership Interest Purchase Agreement

A Philippine law-governed agreement documenting the sale and purchase of ownership interests in a business entity, including all essential terms and conditions.

Download
See more related templates

Genie’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; Genie’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

We are ISO27001 certified, so your data is secure

Organizational security:

You retain IP ownership of your documents and their information

You have full control over your data and who gets to see it

2 Docs LeftAccess Now