Stock Agreement Template for Philippines

1. Tag-Along Rights: Rights of minority shareholders to join in the sale of shares on same terms

2. Drag-Along Rights: Rights of majority shareholders to force minority shareholders to join in the sale

3. Pre-emptive Rights: Rights of existing shareholders to purchase new share issuances

4. Board Representation: Rights to appoint directors to the board, used when investor acquires significant stake

5. Non-Competition: Restrictions on competing activities, typically used for significant shareholders

6. Foreign Ownership Compliance: Special provisions ensuring compliance with Philippine foreign ownership restrictions

7. Anti-Dilution Protection: Protection against dilution of shareholding, typically for preferred shareholders

8. Dispute Resolution: Alternative dispute resolution procedures such as arbitration

1. Schedule 1: Share Details: Detailed description of shares including certificate numbers and share class rights

2. Schedule 2: Completion Requirements: List of documents and actions required for completion

3. Schedule 3: Warranties: Detailed warranties given by the seller regarding the company and shares

4. Schedule 4: Company Information: Key company details including financial statements and material contracts

5. Schedule 5: Existing Encumbrances: List of any existing liens or encumbrances on the shares

6. Appendix A: Board Resolutions: Copies of relevant board resolutions approving the transfer

7. Appendix B: Shareholder Resolutions: Copies of relevant shareholder resolutions

8. Appendix C: Transfer Forms: Stock transfer forms and other required documentation