Corporation Ownership Agreement Template for Philippines

1. Pre-emptive Rights: Rights of existing shareholders to maintain their percentage ownership in new share issuances

2. Tag-Along and Drag-Along Rights: Include when shareholders want specific exit rights or forced sale provisions

3. Anti-dilution Protection: Protection mechanisms for maintaining ownership percentage in case of share issuance

4. Foreign Ownership Compliance: Required when foreign shareholders are involved, detailing compliance with Philippine foreign ownership restrictions

5. Share Classes and Rights: Needed when multiple share classes with different rights exist

6. Management Provisions: Detailed management structure and responsibilities when shareholders are involved in day-to-day operations

7. Deadlock Resolution: Special provisions for resolving deadlock situations in 50-50 ownership structures

8. Non-Compete and Non-Solicitation: Restrictions on competitive activities and employee solicitation

9. Put and Call Options: Special share purchase rights in specific circumstances

1. Schedule 1 - Share Capital and Shareholding Structure: Detailed breakdown of share capital, share classes, and current shareholding

2. Schedule 2 - Reserved Matters: Comprehensive list of matters requiring special or unanimous approval

3. Schedule 3 - Initial Officers and Directors: List of initial board members and corporate officers

4. Schedule 4 - Share Valuation Methodology: Agreed methods for valuing shares for transfer purposes

5. Schedule 5 - Corporate Governance Procedures: Detailed procedures for board and shareholder meetings

6. Appendix A - Form of Deed of Adherence: Template for new shareholders joining the agreement

7. Appendix B - Articles of Incorporation: Copy of the company's Articles of Incorporation

8. Appendix C - By-laws: Copy of the company's By-laws