Public Company Shareholders Agreement Template for Philippines

1. Anti-Dilution Protection: Protection mechanisms for existing shareholders against dilution, optional for agreements where this is a specific concern

2. Strategic Decisions: List of matters requiring special majority or unanimous approval, included when shareholders want specific control over certain decisions

3. Dividend Policy: Detailed dividend distribution rules, optional when shareholders want to establish specific dividend parameters

4. Related Party Transactions: Rules for handling transactions with related parties, included when there are significant business relationships between shareholders

5. Non-Compete and Confidentiality: Restrictions on competitive activities and information sharing, included for agreements with strategic shareholders

6. Employee Share Ownership: Provisions for employee share schemes, included when the company has or plans to implement such programs

7. Foreign Ownership Compliance: Specific provisions ensuring compliance with foreign ownership restrictions, included when foreign shareholders are involved

1. Schedule 1 - Current Shareholding Structure: Detailed breakdown of current shareholdings and share classes

2. Schedule 2 - Reserved Matters: List of decisions requiring special approval thresholds

3. Schedule 3 - Board Composition and Voting: Detailed procedures for board appointments and voting

4. Schedule 4 - Share Transfer Procedures: Forms and procedures for implementing share transfers

5. Schedule 5 - Deed of Adherence: Template for new shareholders joining the agreement

6. Schedule 6 - Corporate Governance Guidelines: Detailed corporate governance procedures and compliance requirements

7. Schedule 7 - Valuation Methodology: Agreed methods for share valuation in various scenarios

8. Schedule 8 - Regulatory Compliance Checklist: Checklist of Philippine regulatory requirements and compliance procedures