Equity Pledge Agreement Template for Saudi Arabia

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Key Requirements PROMPT example:

Equity Pledge Agreement

"I need an Equity Pledge Agreement under Saudi law where ABC Company Limited's majority shareholder will pledge 60% of their shares as security for a SAR 50 million loan facility to be drawn by March 2025."

Document background
The Equity Pledge Agreement is a crucial security document used in Saudi Arabia when shareholders need to pledge their shares as collateral for financing or other obligations. This document is commonly utilized in corporate financing, acquisition financing, and project finance transactions where lenders require security over shares. The agreement must strictly comply with Saudi Arabia's Commercial Pledge Law, Companies Law, and Sharia principles, making it distinct from conventional security documents used in other jurisdictions. It contains detailed provisions for creation and perfection of the pledge, including mandatory registration requirements with relevant authorities, specific enforcement mechanisms permitted under Saudi law, and provisions governing the exercise of shareholder rights during the pledge period. The document becomes particularly important in the context of larger financing transactions where shares form a significant part of the security package.
Suggested Sections

1. Parties: Identification of the Pledgor(s) and Pledgee(s) with full legal names and details

2. Background: Context of the pledge agreement, including reference to any underlying facility or obligation being secured

3. Definitions and Interpretation: Key terms used in the agreement, including definitions of Pledged Shares, Secured Obligations, and Security Period

4. Creation of Pledge: Express creation of the pledge over the shares, including the pledge percentage and number of shares

5. Perfection Requirements: Steps required to perfect the pledge under Saudi law, including registration requirements with relevant authorities

6. Representations and Warranties: Pledgor's confirmations regarding ownership, authority, and absence of encumbrances on the shares

7. Covenants: Ongoing obligations of the Pledgor regarding the pledged shares, including voting rights and dividends

8. Events of Default: Circumstances constituting default under the agreement

9. Enforcement: Rights and remedies of the Pledgee upon default, compliant with Saudi law enforcement procedures

10. Power of Attorney: Appointment of the Pledgee as attorney for enforcement purposes

11. Term and Release: Duration of the pledge and conditions for release

12. Notices: Communication procedures between parties

13. Governing Law and Jurisdiction: Confirmation of Saudi law as governing law and jurisdiction of Saudi courts

Optional Sections

1. Regulatory Compliance: Required for listed companies to address CMA regulations and requirements

2. Multiple Pledgors: Required when there are multiple shareholders pledging their shares

3. Existing Security Interests: Required when there are existing pledges or security interests over the shares

4. Share Transfer Restrictions: Required for companies with specific transfer restrictions in their articles

5. Dividend Rights: Optional detailed section on handling of dividends during the pledge period

6. Voting Rights: Optional detailed section on exercise of voting rights during the pledge period

7. Further Assurance: Optional section for additional actions required for pledge effectiveness

8. Costs and Expenses: Optional section detailing responsibility for costs of pledge creation and enforcement

Suggested Schedules

1. Schedule 1 - Share Details: Details of the pledged shares including share certificates numbers, class of shares, and percentage of shareholding

2. Schedule 2 - Form of Registration Notice: Template for the pledge registration notice required under Saudi Commercial Pledge Law

3. Schedule 3 - Form of Release Notice: Template for the pledge release notice

4. Schedule 4 - Existing Security Interests: List of any existing security interests or encumbrances over the shares

5. Schedule 5 - Required Approvals: List of regulatory and corporate approvals required for the pledge

6. Appendix A - Corporate Documents: Copies of relevant corporate documents including board resolutions and powers of attorney

7. Appendix B - Share Certificates: Copies of share certificates being pledged

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

Relevant legal definitions
Relevant Industries

Banking & Financial Services

Investment & Private Equity

Corporate Finance

Project Finance

Real Estate & Construction

Manufacturing

Energy & Resources

Technology

Healthcare

Telecommunications

Relevant Teams

Legal

Finance

Compliance

Corporate Secretarial

Risk Management

Investment

Treasury

Corporate Finance

Business Development

Executive Management

Relevant Roles

Chief Legal Officer

Legal Director

Corporate Lawyer

Finance Director

Chief Financial Officer

Investment Manager

Compliance Officer

Corporate Secretary

Senior Legal Counsel

Transaction Manager

Security Trustee

Corporate Finance Manager

Risk Manager

Managing Director

Board Member

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

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