[{"data":1,"prerenderedAt":479},["ShallowReactive",2],{"document-share-subscription-agreement-private-long-form-D343":3},{"document":4,"label":23,"preview":11,"thumb":24,"description":5,"descriptionCustom":6,"apiDescription":5,"pages":8,"extension":10,"parents":25,"breadcrumb":29,"related":37,"customDescModule":176,"customdescription":6,"mdFm":177,"mdProseHtml":478},{"description":5,"descriptionCustom":6,"label":7,"pages":8,"size":9,"extension":10,"preview":11,"thumb":12,"svgFrame":13,"seoMetadata":14,"parents":15,"keywords":22},"SHARE SUBSCRIPTION AGREEMENT This Share Subscription Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [FIRST PARTY NAME] (the \"Issuer\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [SECOND PARTY NAME] (the \"Purchaser\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WITNESSETH: WHEREAS subject to the terms and conditions of this Agreement, the Purchaser wishes to subscribe for and purchase from the Issuer [NUMBER] Class A common shares (the \"Subscribed Shares\") which, together with the [NUMBER] issued and outstanding Class A common shares of the Issuer to be purchased from [COMPANY NAME] on [DATE], will ultimately result in the Purchaser becoming the registered holder and beneficial owner of [PERCENTAGE %] of the issued and outstanding equity and voting shares of the Issuer; WHEREAS the Issuer wishes to accept said subscription and has agreed to allot and issue to the Subscribed Shares to the Purchaser, subject to the terms and conditions of this Agreement; NOW THEREFORE, IN CONSIDERATION OF THE PREMISES AND OF THE CONDITIONS AND COVENANTS HEREIN CONTAINED, THE PARTIES HERETO AGREE AS FOLLOWS: DEFINITIONS In this Agreement unless specifically defined otherwise or the context otherwise requires, the following terms shall have the following meanings, and the terms defined elsewhere herein shall have the meaning there defined: \"Agreement\" means this Share Subscription Agreement including all schedules attached hereto, all of which are incorporated herein by reference and form part hereof and all amendments and supplements hereto and the terms \"herein\", \"hereof\", \"hereto\", \"hereunder\", and like terms refer to this Agreement. \"Assets\" means the undertaking, property and assets of the Issuer as a going concern, of every kind and description and wheresoever situated, including, without limitation, real property, furniture and fittings, leases, leasehold improvements and prepaid expenses and receivables of the Issuer and all licenses, trade names, trade marks, leases, contracts, agreements and other rights and goodwill of the Issuer. \"Business\" means the Business of research and development of an electronic printing press and its related inks. \"Business Day\" means any day excluding Saturday, Sunday and any other day which in [STATE/PROVINCE], [COUNTRY] is a legal holiday or a day on which financial institutions are authorized by law or by local proclamation to close. \"Closing\" means the completion of the subscription for and the issue of the Shares under this Agreement by the transfer and delivery of documents of title thereto and the payment of the purchase price therefor in accordance with this Agreement. \"Closing Date\" means [HOUR], [STATE/PROVINCE] time on [DATE] or such other time or date as the [COMPANY NAME] may agree upon in writing as the time at which the Closing shall take place. \"Financial Statements\" means: the audited financial statements of the Issuer relating to its Business for the fiscal periods ended [NUMBER] through [NUMBER] inclusive, consisting of a balance sheet, statements of income and retained earnings, statement of profits and losses, changes in financial position, auditor(s)' report and notes thereto; and the unaudited interim financial statements of the Issuer relating to its Business for the interim fiscal period ended [NUMBER], consisting of a balance sheet, statements of income and retained earnings, statement of profits and losses, changes in financial position, auditor(s)' report and notes thereto; true and exact copies of which are attached as Schedule [SPECIFY] hereto. \"Funding Agreements\" has the meaning attributed thereto in Subsection 4.40. \"Intellectual Property Rights\" means all trade names, trade marks, trade mark applications, service marks, service mark applications, standard drawings, designs, copyrights, patents, patent applications, know-how, trade secrets and other intellectual property rights of the Issuer used in connection with the Business. \"Issuer Contacting Documents\" means the certificate and articles of incorporation of the Issuer and all amendments thereto together with the by-laws of the Issuer in force as of the date hereof. \"Lien\" means any interest in property or in the income or profits therefrom securing an obligation owed to, or a claim by, a Person other than the owner (which for the purposes hereof shall include a possessor under a title retention agreement and a lessee under a lease herein below described) of such property, whether such interest is based on common [YOUR COUNTRY LAW], civil [YOUR COUNTRY LAW], statute or contract, and including but not limited to any security interest, option, right, charge, call, commitment, right of first refusal, hypothec, mortgage, pledge, lien, claim, cession, transfer, assignment, encumbrance, title retention agreement, lessor's interest under a lease which would be capitalized on a balance sheet of the owner of such property or analogous interest in, of or on any property or the income or profits therefrom of a Person. \"Material Adverse Effect\" means (in connection with an event or occurrence) an effect which is materially adverse to the business, assets, liabilities, financial condition, operating results, employee relations, customer relations or business process of the Business; \"Material Adverse Change\" means an event or occurrence which has a Material Adverse Effect; \"Person or persons\" includes any individual, company, corporation, partnership, firm, trust, sole proprietorship, government authority, regulatory body or agency howsoever designated or constituted. \"Purchase Price\" has the meaning attributed thereto in Section 2; \"Subscribed Shares\" means [NUMBER] Class A common shares in the share capital of the Issuer. SUBSCRIBED SHARES Subscription. Subject to the terms and conditions contained in this Agreement, the Purchaser hereby subscribes for and agrees to purchase from the Issuer, and the Issuer hereby accepts said subscription, allots and agrees to issue to the Purchaser the Subscribed Shares free and clear of all Liens for an aggregate purchase price of [AMOUNT] (the \"Purchase Price\"), payable as set forth in Article [NUMBER]. The Purchaser shall acquire and the Issuer shall issue the Subscribed Shares in accordance with the following schedule: [NUMBER] Class A common shares at Closing; [NUMBER] Class A common shares on the first anniversary date of Closing; and [NUMBER] Class A common shares on the second anniversary date of Closing. PAYMENT OF PURCHASE PRICE AND DELIVERY OF SHARE CERTIFICATES The Purchase Price shall be paid in [NUMBER] installments as follows: Closing At Closing, [AMOUNT] shall be paid by the Purchaser by certified check or bank draft payable to or to the order of the Issuer against delivery by the Issuer of a share certificate representing [NUMBER] Class A common shares duly registered in the name of the Purchaser. First Anniversary of Closing On the first anniversary date of Closing, [AMOUNT] shall be paid by the Purchaser by certified check or bank draft payable to or to the order of the Issuer against delivery by the Issuer of a share certificate representing [NUMBER] Class A common shares duly registered in the name of the Purchaser. Second Anniversary of Closing On the second anniversary date of Closing, [AMOUNT] shall be paid by the Purchaser by certified check or bank draft payable to or to the order of the Issuer against delivery by the Issuer of a share certificate representing [NUMBER] Class A common shares duly registered in the name of the Purchaser.",null,"Share Subscription Agreement Private_Long Form","23",186,"doc","https://templates.business-in-a-box.com/imgs/1000px/share-subscription-agreement_private_long-form-D343.png","https://templates.business-in-a-box.com/imgs/250px/343.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#343.xml",{"title":6,"description":6},[16,19],{"label":17,"url":18},"Finance & Accounting","/templates/finance-accounting/",{"label":20,"url":21},"Buy & Sell Shares","/templates/buy-sell-shares/","share subscription agreement private long form","Share Subscription Agreement Private_Long Form Template","https://templates.business-in-a-box.com/imgs/400px/343.png",[26,16,19],{"label":27,"url":28},"Templates","/templates/",[30,31,34],{"label":27,"url":28},{"label":32,"url":33},"Legal Agreements","/templates/business-legal-agreements/",{"label":35,"url":36},"Equity & Mergers","/templates/equity-and-mergers/",[38,42,46,50,54,58,62,66,70,74,78,82,86,102,119,132,147,161],{"label":39,"url":40,"thumb":41,"extension":10},"Share Subscription Agreement Venture Capital","/template/share-subscription-agreement-venture-capital-D344","https://templates.business-in-a-box.com/imgs/250px/344.png",{"label":43,"url":44,"thumb":45,"extension":10},"Exchange of Shares Agreement Long Form","/template/exchange-of-shares-agreement-long-form-D331","https://templates.business-in-a-box.com/imgs/250px/331.png",{"label":47,"url":48,"thumb":49,"extension":10},"License Agreement Long Form","/template/license-agreement-long-form-D1020","https://templates.business-in-a-box.com/imgs/250px/1020.png",{"label":51,"url":52,"thumb":53,"extension":10},"Subordination Agreement Long Form","/template/subordination-agreement-long-form-D424","https://templates.business-in-a-box.com/imgs/250px/424.png",{"label":55,"url":56,"thumb":57,"extension":10},"Limited Partnership Agreement Long Form","/template/limited-partnership-agreement-long-form-D1011","https://templates.business-in-a-box.com/imgs/250px/1011.png",{"label":59,"url":60,"thumb":61,"extension":10},"Agreement for the Subscription of Shares","/template/agreement-for-the-subscription-of-shares-D317","https://templates.business-in-a-box.com/imgs/250px/317.png",{"label":63,"url":64,"thumb":65,"extension":10},"Stock Subscription Agreement","/template/stock-subscription-agreement-D350","https://templates.business-in-a-box.com/imgs/250px/350.png",{"label":67,"url":68,"thumb":69,"extension":10},"Software Distribution Agreement  Long Form","/template/software-distribution-agreement-long-form-D803","https://templates.business-in-a-box.com/imgs/250px/803.png",{"label":71,"url":72,"thumb":73,"extension":10},"Subscription Agreement","/template/subscription-agreement-D12537","https://templates.business-in-a-box.com/imgs/250px/12537.png",{"label":75,"url":76,"thumb":77,"extension":10},"Subscription Form and Power of Attorney","/template/subscription-form-and-power-of-attorney-D1040","https://templates.business-in-a-box.com/imgs/250px/1040.png",{"label":79,"url":80,"thumb":81,"extension":10},"Articles of Association Long Form","/template/articles-of-association-long-form-D997","https://templates.business-in-a-box.com/imgs/250px/997.png",{"label":83,"url":84,"thumb":85,"extension":10},"Private Placement Agreement","/template/private-placement-agreement-D13233","https://templates.business-in-a-box.com/imgs/250px/13233.png",{"description":87,"descriptionCustom":6,"label":88,"pages":89,"size":90,"extension":10,"preview":91,"thumb":92,"svgFrame":93,"seoMetadata":94,"parents":95,"keywords":100,"url":101},"SHARE DONATION AGREEMENT This Share Donation Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [FIRST PARTY NAME] (the \"Donor\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [SECOND PARTY NAME] (the \" Recipient \"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS the Donor is the sole, true and absolute owner and registered holder of all the issued and outstanding shares in the authorized capital stock of [COMPANY NAME], a company duly incorporated in the [State/Province] of [STATE/PROVINCE];","Share Donation Agreement","1",39,"https://templates.business-in-a-box.com/imgs/1000px/share-donation-agreement-D341.png","https://templates.business-in-a-box.com/imgs/250px/341.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#341.xml",{"title":6,"description":6},[96,98],{"label":17,"url":97},"finance-accounting",{"label":20,"url":99},"buy-sell-shares","share purchase agreement","/template/share-purchase-agreement-D341",{"description":103,"descriptionCustom":6,"label":104,"pages":105,"size":106,"extension":10,"preview":107,"thumb":108,"svgFrame":109,"seoMetadata":110,"parents":112,"keywords":111,"url":118},"SHAREHOLDERS AGREEMENT This Shareholders Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [FIRST SHAREHOLDER NAME] (the \"First Shareholder\"), an individual with his main address located at OR a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [SECOND SHAREHOLDER NAME] (the \"Second Shareholder\"), an individual with his main address located at OR a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [THIRD SHAREHOLDER NAME] (the \"Third Shareholder\"), an individual with his main address located at OR a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WITNESSETH: WHEREAS, the present distribution of shares of the Company is as follows: Name Number of Shares WHEREAS, in order to insure the harmonious and successful management and control of the Company, and to provide for an orderly and fair disposition of shares of common stock of the Company now or hereafter owned by any Shareholder; NOW, THEREFORE, in consideration of the mutual promises of the parties hereto, and intending to be legally bound, the parties hereby agree as follows: Definitions and organisation of the company \"Offering Shareholder\" means any Shareholder, or his personal representatives, heirs, administrators, and executors, as the case may be, who pursuant to this Agreement must or does offer all or any of his Shares to the Company or the Continuing Shareholders. \"Continuing Shareholders\" means all Shareholders other than an Offering Shareholder. \"Shares\" means shares of Common Stock of the Company now or hereafter owned by any Shareholder. \"Buyer\" means the Company or those Continuing Shareholders who purchase an Offering Shareholder's Shares pursuant to this Agreement. \"Management Shareholder\" means First Shareholder, Second Shareholder and Third Shareholder. ORGANISATION OF THE COMPANY The affairs of the Company will be managed by a board of [NUMBER] directors unless changed by a unanimous Directors' Resolution. The present directors of the Company are [DIRECTORS' NAMES]. It is agreed that [SHAREHOLDERS' NAMES] shall each be entitled to elect one director to the board of directors of the Company so long as each is a Shareholder. Two (2) directors shall constitute a quorum for the transaction of any business at any meeting of the board of directors. At all meetings of the board of directors, every motion to be carried must receive a majority of the votes cast, subject to the provisions of subparagraphs 2.4 and 2.5. Unless otherwise agreed, board meetings will be held at the head office of the Company. In the event that a nominee to the Board of one of the Shareholders shall fail to vote and act as a director to carry out the provisions of this agreement, then the shareholders agree to exercise their right as shareholders of the Company and in accordance with the Articles of the Company to remove such nominee from the Board and to elect in the place or stead thereof such individual who will use his/her best efforts to carry out the provisions of this agreement but only in the event that the Shareholder whose nominee has been removed fails to appoint a successor within a period of fourteen days from the date such nominee has been removed. The election, appointment and determination of officers and the auditors and advisors of the Company, the defining of their duties and functions and the salaries and remuneration to be paid to them will be a function of the board of directors. Until changed by the board of directors, the Officers of the Company and their annual salaries shall be: Office Held: Director: [NAME] [SALARY] Secretary: [NAME] [SALARY] All direct out-of-pocket expenses will be reimbursed provided these falls within guidelines set out by the Board of Directors from time to time. Until otherwise agreed, each officer of the Company will commit to spending his/her full time on the affairs of the Company. Until changed by the board of directors, the auditors and advisors of the Company shall be: Auditor: Legal Advisors: There shall be kept, in such bank or banks (including trust companies) as may be determined by the board of directors, bank accounts of the Company in which shall be deposited all monies received by the Company in the course of carrying on business from time to time. All payments on account of the Company shall be made by cheques drawn on the bank account and all cheques, drafts or other instruments drawn and made for the purposes of the business of the Company shall be executed by such directors, officers or employees as may from time to time be authorized so to do by the board of directors. Subject to paragraph 2.6, all decisions relating to the management and control of the business of the Company shall be determined by the board of directors of the Company, provided always that the following matters shall be determined by a Special Directors' Resolution: any capital expenditures greater than xxxx; any lease commitments greater than xxxx; the acquisition of any business interests by the Company; the elections of officers of the Company; the payment of any cash dividends or stock dividends to Shareholders of the Company; the issuance of any debt obligations of the Company; the disposal of the whole or any part of the business, undertaking, or assets of the Company outside the normal course of business of the Company the transfer of any shares of the Company; changes or variations in the objects or powers of the Company; the liquidation or winding up of the Company; the approval of any contracts or transactions outside the normal course of business; the execution of any contract involving a consideration greater than xxxx within the normal course of business; the lending of money by the Company; the guarantee by the Company of the debts or obligations of any other person, firm or body corporate; any non-budgeted expenditures greater than xxxx; business plan and/or budgets. The following decisions shall be determined by a Unanimous Directors' Resolution: alterations, variations or changes to the authorized or issued capital of the Company; the salaries and bonuses of officers and directors of the Company; the issue, redemption or purchase of any Shares; and changes in the number of directors of the Company The Shareholders may pledge any of their Shares as security for any borrowings by them provided the pledgee executes an agreement, in writing, providing that the pledgee shall be subject to all of the terms of this Agreement. The board of directors shall meet at least four times during each fiscal year of the Company. Any director can call a meeting provided 10 days notice is given. Notice may be waived. During the first year from the date of this agreement, the board of directors shall meet on a monthly basis. Directors may elect to attend a board meeting by telephone conference call. Each Shareholder shall, for so long as s/he is the owner of shares of the Company devote such of his/her business, time and energy as may be reasonably required to carry on the business of the Company and the Shareholder shall use his/her best efforts, skill and abilities to promote the interests of the Company. Each Shareholder agrees that he/she will not engage, without the consent of the other Shareholders, in a business which is directly competitive to that of the Company. Purchase for Investment","Shareholders Agreement","16",513,"https://templates.business-in-a-box.com/imgs/1000px/shareholders-agreement-D1016.png","https://templates.business-in-a-box.com/imgs/250px/1016.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#1016.xml",{"title":111,"description":6},"shareholders agreement",[113,115],{"label":32,"url":114},"business-legal-agreements",{"label":116,"url":117},"Incorporation Agreements","incorporation-agreement","/template/shareholders-agreement-D1016",{"description":120,"descriptionCustom":6,"label":121,"pages":122,"size":106,"extension":10,"preview":123,"thumb":124,"svgFrame":125,"seoMetadata":126,"parents":128,"keywords":127,"url":131},"STOCK OPTION PLAN This Stock Option Plan (the \"Plan\") is given by [COMPANY NAME] (the \"Company\"), having its registered office at [SPECIFY ADDRESS] to its Employees. This Plan was approved and adopted by the Board of Directors and by the stockholders on [DATE]. STATEMENT OF PURPOSE [COMPANY NAME] has formulated this Plan, in furtherance of the corporate policy of the Company, for creating an environment conducive to higher growth opportunities for its Employees and the Employees of its Affiliates, and with a view to align the interests of such Employees and those of the shareholders by creating a common sense of purpose towards creating sustainable shareholder value. DEFINITIONS Administrator shall mean the Compensation Committee of the Board (or a subcommittee thereof) acting in its capacity as Administrator of the Plan. Applicable Laws shall mean the legal requirements related to the Plan and the option under applicable provisions of the securities laws of [STATE/PROVINCE]. Board shall mean the Company's Board of Directors. Company shall mean [NAME OF COMPANY]. Option Shares shall mean the number of shares of Common Stock subject to the option as specified in the attached Exhibit A. Optionee shall mean the person eligible to avail the Stock Option Plan. Permanent Disability shall mean the inability of the Optionee to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which is expected to result in death or to be of continuous duration of [NUMBER OF MONTHS] months or more. Plan shall mean this Stock Option Plan. GRANT OF OPTION The Company hereby grants to the eligible person (the \"Optionee\") an option to purchase shares of Common Stock under the Plan. The date on which this option is granted (the \"Grant Date\"), the number of shares of Common Stock purchasable under this option (the \"Option Shares\"), the exercise price payable per share (the \"Exercise Price\"), the applicable vesting schedule by which this option shall vest and become exercisable incrementally for the Option Shares (the \"Vesting Schedule\") and the date to be used to measure the maximum term of this option (the \"Expiration Date\") are indicated on the attached Exhibit A to this Plan. The remaining terms and conditions governing this option shall be as set forth in this Plan. ELIGIBILITY FOR THE GRANT OF OPTIONS The criteria to be fulfilled by an Employee for being considered an Eligible Employee may be prescribed by the Committee from time to time. Only Employees fulfilling such criteria and who are not Disqualified Employees shall be considered Eligible Employees for the purposes of this Plan. An option can be granted only to an Eligible Employee who has been selected by the Committee. While selecting Eligible Employees for the award of grants and for deciding the number of options to be granted to such Eligible Employees, the Committee may be guided by the following considerations (i.e. eligibility criteria): Number of years of service Job profile and grade Performance rating or key result area appraisal Any other factors the Board of Directors or the Committee may deem appropriate. OPTION TERM The term of this option shall commence on the Grant Date and continue to be in effect until the close of business on the last business day prior to the Expiration Date specified in the attached Exhibit A, unless sooner terminated in accordance with this Plan. LIMITED TRANSFERABILITY This option shall be neither transferable nor assignable by the Optionee other than by will or the laws of inheritance following the Optionee's death and may be exercised, during the Optionee's lifetime, only by the Optionee. DATE OF EXERCISE This option shall vest and become exercisable for the Option Shares in a series of installments in accordance with the Vesting Schedule set forth in the attached Exhibit A. As the option vests and becomes exercisable for such installments, those installments shall accumulate, and the option shall remain exercisable for the accumulated installments until the last business day prior to the Expiration Date or any sooner termination of the option term. CESSATION OF SERVICE The option mentioned above shall terminate (and this option shall cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: Except as otherwise expressly provided in subparagraphs 8.1.2 through 8.1.7 of this Paragraph 8, should the Optionee cease to remain in Continuous Service for any reason while this option is outstanding, then the Optionee shall have until the close of business on the last business day prior to the expiration of the [NUMBER OF MONTHS]-month period measured from the date of such cessation of Continuous Service during which to exercise this option for any or all of the Option Shares for which this option is vested and exercisable at the time of the Optionee's cessation of Continuous Service, but in no event shall this option be exercisable at any time after the close of business on the last business day prior to the Expiration Date. In the event the Optionee ceases Continuous Service by reason of his or her death while this option is outstanding, then this option may be exercised, for any or all of the Option Shares for which this option is vested and exercisable at the time of the Optionee's cessation of Continuous Service, by (i) the personal representative of the Optionee's estate or (ii) the person or persons to whom the option is transferred pursuant to the Optionee's will or the laws of inheritance following the Optionee's death. However, if the Optionee dies while holding this option and has an effective beneficiary designation in effect for this option at the time of his or her death, then the designated beneficiary or beneficiaries shall have the exclusive right to exercise this option following the Optionee's death. Any such right to exercise this option shall lapse, and this option shall cease to be outstanding, upon the close of business on the last business day prior to the earlier of (a) the expiration of the twelve (12)-month period measured from the date of the Optionee's death or (b) the Expiration Date. Upon the expiration of such limited exercise period, this option shall terminate and cease to be outstanding for any exercisable Option Shares for which the option has not otherwise been exercised. Should the Optionee cease Continuous Service by reason of Permanent Disability while this option is outstanding, then the Optionee shall have until the close of business on the last business day prior to the expiration of the twelve (12)-month period measured from the date of such cessation of Continuous Service during which to exercise this option for any or all of the Option Shares for which this option is vested and exercisable at the time of such cessation of Continuous Service. In no event, however, shall this option be exercisable at any time after the close of business on the last business day prior to the Expiration Date. Except as otherwise precluded by Applicable Laws, should (i) the Optionee cease Continuous Service after completion of at least three (3) years of Continuous Service and (ii) the sum of the Optionee's attained age and completed years of Continuous Service at the time of such cessation of service equals or exceeds seventy (70) years, then the Optionee shall have until the close of business on the last business day prior to the expiration of the thirty-six (36)-month period measured from the date of such cessation of Continuous Service during which to exercise this option for any or all of the Option Shares for which this option is vested and exercisable at the time of such cessation of Continuous Service. In no event, however, shall this option be exercisable at any time after the close of business on the last business day prior to the Expiration Date.","Stock Option Plan","9","https://templates.business-in-a-box.com/imgs/1000px/stock-option-plan-D13284.png","https://templates.business-in-a-box.com/imgs/250px/13284.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#13284.xml",{"title":127,"description":6},"stock option plan",[129,130],{"label":32,"url":114},{"label":32,"url":114},"/template/stock-option-plan-D13284",{"description":133,"descriptionCustom":6,"label":134,"pages":135,"size":106,"extension":10,"preview":136,"thumb":137,"svgFrame":138,"seoMetadata":139,"parents":141,"keywords":140,"url":146},"NON-DISCLOSURE AGREEMENT (NDA) This Non-Disclosure Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Disclosing Party\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [RECEIVING PARTY NAME] (the \"Receiving Party\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, Receiving Party has been or will be engaged in the performance of work on [DESCRIBE]; and in connection therewith will be given access to certain confidential and proprietary information; and WHEREAS, Receiving Party and Disclosing Party wish to evidence by this Agreement the manner in which said confidential and proprietary material will be treated. NOW, THEREFORE, it is agreed as follows: NON-DISCLOSURE OF CONFIDENTIAL INFORMATION Both Parties understand and agree that each Party may have access to the confidential information of the other party. For the purposes of this Agreement, \"Confidential Information\" means proprietary and confidential information about the Disclosing Party's (or it's suppliers') business or activities. Such information includes all business, financial, technical, and other information marked or designated by such Party as \"confidential\" or \"proprietary.\" Confidential Information also includes information which, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as confidential. For the purposes of this Agreement, Confidential Information does not include: Information that is currently in the public domain or that enters the public domain after the signing of this Agreement. Information a Party lawfully receives from a third Party without restriction on disclosure and without breach of a non-disclosure obligation. Information that the Receiving Party knew prior to receiving any Confidential Information from the Disclosing Party. Information that the Receiving Party independently develops without reliance on any Confidential Information from the Disclosing Party. Each Party agrees that it will not disclose to any third Party or use any Confidential Information disclosed to it by the other Party except when expressly permitted in writing by the other Party. Each Party also agrees that it will take all reasonable measures to maintain the confidentiality of all Confidential Information of the other Party in its possession or control. TERM The term of this Agreement is [number] of [years/months] from the date of execution by both Parties. TITLE The Receiving Party agrees that all Confidential Information furnished by the Disclosing Party shall remain the sole property of the Disclosing Party. DISCLAIMER","Non Disclosure Agreement Nda","3","https://templates.business-in-a-box.com/imgs/1000px/non-disclosure-agreement-nda-D12692.png","https://templates.business-in-a-box.com/imgs/250px/12692.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12692.xml",{"title":140,"description":6},"non disclosure agreement nda",[142,143],{"label":32,"url":114},{"label":144,"url":145},"Confidentiality Agreements","confidentiality-agreement","/template/non-disclosure-agreement-nda-D12692",{"description":148,"descriptionCustom":6,"label":149,"pages":89,"size":106,"extension":10,"preview":150,"thumb":151,"svgFrame":152,"seoMetadata":153,"parents":155,"keywords":154,"url":160},"","Business Plan Canvas (One Page)","https://templates.business-in-a-box.com/imgs/1000px/business-plan-canvas-(one-page)-D12527.png","https://templates.business-in-a-box.com/imgs/250px/12527.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12527.xml",{"title":154,"description":6},"business plan canvas (one page)",[156,159],{"label":157,"url":158},"Business Plan Kit","business-plan-kit",{"label":157,"url":158},"/template/business-plan-canvas-(one-page)-D12527",{"description":162,"descriptionCustom":6,"label":163,"pages":89,"size":106,"extension":164,"preview":165,"thumb":166,"svgFrame":167,"seoMetadata":168,"parents":170,"keywords":169,"url":175},"Indicates the future financial performance of a business for a period of twelve months.","Financial Projections_12 Months","xls","https://templates.business-in-a-box.com/imgs/1000px/financial-projections_12-months-D360.png","https://templates.business-in-a-box.com/imgs/250px/360.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#360.xml",{"title":169,"description":6},"financial projections_12 months",[171,172],{"label":17,"url":97},{"label":173,"url":174},"Financial Statements","financial-statements","/template/financial-projections_12-months-D360",false,{"seo":178,"reviewer":188,"legal_disclaimer":176,"quick_facts":192,"at_a_glance":194,"personas":198,"variants":223,"glossary":251,"fields":282,"how_to_fill":328,"common_mistakes":369,"faqs":386,"industries":411,"comparisons":428,"diy_vs_pro":440,"related_template_ids_curated":453,"schema":464,"classification":466},{"meta_title":179,"meta_description":180,"primary_keyword":181,"secondary_keywords":182,"family":181,"is_canonical":176},"Share Subscription Agreement (Private Long Form) | BIB","Free share subscription agreement template for private companies. Customize and download instantly.","share subscription agreement template",[183,184,185,186,187],"share subscription agreement private company","share subscription agreement form","private share subscription agreement template word","equity subscription agreement template","private placement subscription agreement",{"name":189,"credential":190,"reviewed_date":191},"Bruno Goulet","CEO, Business in a Box","2026-05-02",{"difficulty":193,"legal_review_recommended":176,"signature_required":176},"easy",{"what_it_is":195,"when_you_need_it":196,"whats_inside":197},"A Share Subscription Agreement (Private Long Form) is a structured form used by private companies to collect and record all information required from an investor subscribing for newly issued shares. This free Word download captures subscriber identity, share class, subscription amount, payment details, investor representations, and closing conditions in a single organized document you can edit online and export as PDF.\n","Use it when a private company is issuing new shares to an investor — whether in a seed round, a friends-and-family raise, or a later private placement — and needs a complete, organized record of the subscription before shares are formally allotted.\n","Subscriber identification, share class and number of shares subscribed, subscription price per share and total consideration, payment instructions, investor representations and warranties, closing conditions, and acknowledgment of risk disclosures.\n",[199,203,207,211,215,219],{"title":200,"use_case":201,"icon_asset_id":202},"Startup founders","Recording investor subscriptions during a seed or Series A round","persona-startup-founder",{"title":204,"use_case":205,"icon_asset_id":206},"Corporate secretaries","Maintaining a complete subscription record before updating the share register","persona-corporate-secretary",{"title":208,"use_case":209,"icon_asset_id":210},"Private company CFOs","Collecting investor details and payment instructions for a private placement","persona-cfo",{"title":212,"use_case":213,"icon_asset_id":214},"Securities lawyers","Providing clients with a structured form that captures all required subscriber data","persona-lawyer",{"title":216,"use_case":217,"icon_asset_id":218},"Angel investors","Completing their portion of a subscription form before wiring funds","persona-investor",{"title":220,"use_case":221,"icon_asset_id":222},"Small business owners","Formalizing equity issued to a silent partner or family investor","persona-small-business-owner",[224,228,232,236,239,243,247],{"situation":225,"recommended_template":226,"slug":227},"Simple seed round with a single investor and standard terms","Share Subscription Agreement (Short Form)","share-subscription-agreement-private-long-form-D343",{"situation":229,"recommended_template":230,"slug":231},"Investor purchasing existing shares from a current shareholder","Share Purchase Agreement","share-purchase-agreement-D341",{"situation":233,"recommended_template":234,"slug":235},"Convertible instrument that may become equity at a future round","Convertible Note Agreement","convertible-note-agreement-D870",{"situation":237,"recommended_template":104,"slug":238},"Subscription paired with a formal shareholders' agreement","shareholders-agreement-D1016",{"situation":240,"recommended_template":241,"slug":242},"Employee or advisor receiving equity under a stock option plan","Stock Option Agreement","employee-stock-option-agreement-D12613",{"situation":244,"recommended_template":245,"slug":246},"Issuing shares under a SAFE instrument","Simple Agreement for Future Equity (SAFE)","simple-agreement-for-future-equity-safe-D13395",{"situation":248,"recommended_template":249,"slug":250},"Public offering or prospectus-based subscription","Prospectus Subscription Form","subscription-form-and-power-of-attorney-D1040",[252,255,258,261,264,267,270,273,276,279],{"term":253,"definition":254},"Subscription","A binding commitment by an investor to purchase a specified number of newly issued shares at an agreed price.",{"term":256,"definition":257},"Allotment","The formal act by the company's board of directors of issuing and assigning subscribed shares to the investor after closing conditions are met.",{"term":259,"definition":260},"Share Class","A category of shares — such as common, preferred Series A, or Class B — carrying specific voting, dividend, and liquidation rights.",{"term":262,"definition":263},"Subscription Price","The price per share the investor agrees to pay, which may differ from par value and is typically set by a board resolution or cap table valuation.",{"term":265,"definition":266},"Closing Conditions","Prerequisites that must be satisfied before the company is obligated to allot shares — such as receipt of cleared funds or board approval.",{"term":268,"definition":269},"Representations and Warranties","Factual statements made by the subscriber — such as being an accredited investor or having the legal authority to invest — that the company relies on when accepting the subscription.",{"term":271,"definition":272},"Accredited Investor","An individual or entity meeting minimum income, net worth, or professional-knowledge thresholds that allow participation in unregistered securities offerings under applicable securities law.",{"term":274,"definition":275},"Par Value","The nominal minimum value assigned to each share in the company's articles of incorporation — often $0.0001 or $1.00 — distinct from the actual subscription price.",{"term":277,"definition":278},"Cap Table","A spreadsheet recording all shareholders, their share classes, number of shares held, and ownership percentage after each issuance.",{"term":280,"definition":281},"Private Placement","A securities offering made directly to a limited number of selected investors without a public prospectus, relying on an exemption from securities registration requirements.",[283,288,293,298,303,308,313,318,323],{"name":284,"plain_english":285,"sample_language":286,"common_mistake":287},"Subscriber identification","Full legal name, address, and entity type (individual, corporation, trust) of the investor subscribing for shares.","Subscriber Name: [FULL LEGAL NAME] | Entity Type: [INDIVIDUAL / CORPORATION / TRUST] | Address: [STREET, CITY, STATE/PROVINCE, POSTAL CODE]","Recording a trade name or informal nickname instead of the investor's registered legal name — this creates a mismatch when updating the share register and can void the subscription.",{"name":289,"plain_english":290,"sample_language":291,"common_mistake":292},"Share class and number of shares","The specific class of shares being subscribed and the exact number of shares the investor is committing to purchase.","Share Class: [COMMON / PREFERRED SERIES [X]] | Number of Shares Subscribed: [NUMBER] shares","Leaving the share class field blank or using an informal label like 'regular shares' — ambiguity in share class makes it impossible to assign the correct rights on the cap table.",{"name":294,"plain_english":295,"sample_language":296,"common_mistake":297},"Subscription price per share and total consideration","The agreed price for each share and the total dollar amount the subscriber will pay, calculated as price per share multiplied by number of shares.","Subscription Price per Share: $[AMOUNT] | Total Subscription Amount: $[AMOUNT] ([NUMBER] shares × $[PRICE])","Entering the par value instead of the board-approved subscription price — the company collects far less than intended, and the discrepancy creates a cap table error.",{"name":299,"plain_english":300,"sample_language":301,"common_mistake":302},"Payment method and instructions","How the subscriber will transfer funds — wire transfer, check, or electronic payment — and the account details or instructions required.","Payment Method: [WIRE TRANSFER / CHECK / EFT] | Bank: [BANK NAME] | Account Name: [COMPANY LEGAL NAME] | Account No.: [NUMBER] | Routing No.: [NUMBER] | Reference: [SUBSCRIBER NAME / INVOICE NUMBER]","Omitting a payment reference field — when multiple investors wire funds simultaneously, the company cannot match received amounts to individual subscriptions without a unique reference.",{"name":304,"plain_english":305,"sample_language":306,"common_mistake":307},"Investor representations and warranties","A checklist or declaration the subscriber signs confirming eligibility to invest — such as accredited investor status, legal authority, and awareness that the securities are unregistered.","The Subscriber represents and warrants that: (a) Subscriber is an [ACCREDITED INVESTOR / ELIGIBLE INVESTOR] as defined under applicable securities law; (b) Subscriber has the legal capacity and authority to enter into this Subscription; (c) the Shares are being acquired for investment purposes only and not for resale.","Using a single generic checkbox instead of itemized representations — if a dispute arises over investor eligibility, a checkbox provides no evidentiary weight compared to specific signed statements.",{"name":309,"plain_english":310,"sample_language":311,"common_mistake":312},"Risk acknowledgment","A signed statement confirming the investor has read and understood the material risks of the investment, including loss of capital and illiquidity.","Subscriber acknowledges that: (a) an investment in the Shares involves significant risk; (b) the Shares are illiquid and no public market exists; (c) Subscriber may lose the entire amount invested.","Inserting the risk acknowledgment in fine print at the bottom of the form without a separate signature or initials line — courts may find the investor did not meaningfully consent to the disclosure.",{"name":314,"plain_english":315,"sample_language":316,"common_mistake":317},"Closing conditions","The specific conditions that must be met before the company will allot the subscribed shares — typically clearance of funds and board approval.","Allotment of the Shares is conditional upon: (a) receipt by the Company of cleared funds in the amount of $[TOTAL CONSIDERATION]; (b) approval of the allotment by the Board of Directors of [COMPANY NAME]; and (c) execution of this Agreement by both parties.","No closing conditions field at all — without stated conditions, the company may face a claim that shares were due immediately upon signing, before funds cleared.",{"name":319,"plain_english":320,"sample_language":321,"common_mistake":322},"Governing law","The jurisdiction whose laws govern the interpretation and enforcement of the subscription agreement.","This Subscription Agreement shall be governed by and construed in accordance with the laws of [STATE / PROVINCE / COUNTRY], without regard to its conflict-of-law provisions.","Selecting the subscriber's home jurisdiction rather than the company's incorporation jurisdiction — the two may conflict, and the company's articles and corporate law typically take precedence for share issuance matters.",{"name":324,"plain_english":325,"sample_language":326,"common_mistake":327},"Signature and date","Execution blocks for the subscriber and an authorized officer of the company, with date lines for each party.","SUBSCRIBER: [FULL LEGAL NAME] | Signature: ________________ | Date: [DATE] | COMPANY: [COMPANY LEGAL NAME] | By: [AUTHORIZED OFFICER NAME] | Title: [TITLE] | Signature: ________________ | Date: [DATE]","Having only the subscriber sign and neglecting the company's countersignature — without the company's acceptance, the subscription is not a binding agreement on either party.",[329,334,339,344,349,354,359,364],{"step":330,"title":331,"description":332,"tip":333},1,"Enter the company's legal name and incorporation details","Complete the header with the company's full registered legal name, jurisdiction of incorporation, and company number. This establishes the issuing entity unambiguously.","Pull the exact legal name from your certificate of incorporation — even a minor spelling variation can create a title discrepancy in the share register.",{"step":335,"title":336,"description":337,"tip":338},2,"Record the subscriber's legal identity and address","Enter the subscriber's full legal name and address exactly as they appear on government-issued ID or corporate registration documents. Note whether they are an individual, corporation, or trust.","For corporate subscribers, request a copy of the signing officer's authorization resolution before completing this field.",{"step":340,"title":341,"description":342,"tip":343},3,"Specify the share class, number, and price","Enter the exact share class, the number of shares being subscribed, the board-approved price per share, and the resulting total consideration. Confirm these figures against the board resolution authorizing the issuance.","Cross-check the subscription price against your most recent 409A valuation or board-approved pricing memo before sending the form to the investor.",{"step":345,"title":346,"description":347,"tip":348},4,"Add complete payment instructions","Fill in all bank transfer details — account name, account number, routing or SWIFT/IBAN number, and bank address. Add a unique reference field tied to the subscriber's name or a subscription number.","Confirm wire details directly with your bank rather than copying from a prior form — account details occasionally change and an error delays closing.",{"step":350,"title":351,"description":352,"tip":353},5,"Confirm investor representations are complete","Walk through each representation with the investor before they sign. Confirm accredited investor status with supporting documentation (income verification, net worth statement) where required by applicable securities law.","Keep copies of supporting documentation on file alongside the executed agreement — regulators may request evidence of investor eligibility in a future review.",{"step":355,"title":356,"description":357,"tip":358},6,"Review and complete the closing conditions","Confirm that the stated closing conditions reflect the actual board approval process and expected funds-clearing timeline. Adjust the conditions if the company requires additional steps such as a shareholder vote.","Set a realistic funds-clearing window — 3–5 business days for domestic wires, 5–10 for international — to avoid allotting shares before funds clear.",{"step":360,"title":361,"description":362,"tip":363},7,"Execute and countersign before allotting shares","Obtain the subscriber's signature first, then have an authorized officer countersign on behalf of the company. Date both execution blocks on the day of actual signing.","Do not countersign until cleared funds have been confirmed — the company's signature constitutes acceptance of the subscription.",{"step":365,"title":366,"description":367,"tip":368},8,"Update the cap table and share register","Once all closing conditions are met, record the allotment in the company's share register and update the cap table with the new shareholder's details, share class, and number of shares.","Issue a share certificate or electronic equivalent to the investor within the timeframe required by your jurisdiction's corporate statutes — typically 30–60 days after allotment.",[370,374,378,382],{"mistake":371,"why_it_matters":372,"fix":373},"Using informal names instead of registered legal names","A mismatch between the subscription form and the company's share register can make the allotment legally defective and require a corrective corporate resolution to fix.","Verify both the company's and the subscriber's exact legal names against official registration documents before completing the form.",{"mistake":375,"why_it_matters":376,"fix":377},"Omitting investor eligibility documentation","Accepting a subscription without confirming accredited investor status exposes the company to securities law violations, even if the subscription form was fully completed.","Attach or separately collect supporting documentation — tax returns, financial statements, or a professional certification — confirming the subscriber meets applicable eligibility thresholds.",{"mistake":379,"why_it_matters":380,"fix":381},"Countersigning before funds clear","Accepting a subscription before cleared funds arrive creates an enforceable obligation to allot shares even if the payment ultimately fails.","Make company countersignature — or at minimum allotment — conditional on confirmed cleared funds, and state this explicitly in the closing conditions field.",{"mistake":383,"why_it_matters":384,"fix":385},"Failing to update the share register after closing","A completed subscription form with no corresponding share register update leaves the investor without formal legal title to the shares and creates discrepancies in corporate records.","Set a post-closing checklist that includes share register update, cap table reconciliation, and share certificate issuance within 30 days of allotment.",[387,390,393,396,399,402,405,408],{"question":388,"answer":389},"What is a share subscription agreement?","A share subscription agreement is a form a private company uses to record an investor's binding commitment to purchase newly issued shares at an agreed price. It captures the investor's identity, share class, number of shares, total consideration, payment details, and representations confirming eligibility to invest. Once both parties sign and closing conditions are met, the company allots the shares and updates its share register.\n",{"question":391,"answer":392},"What is the difference between a share subscription agreement and a share purchase agreement?","A share subscription agreement covers the issuance of new shares directly from the company to an investor — the company receives the proceeds and the share count increases. A share purchase agreement covers the transfer of existing shares from one shareholder to another — the company is not a party to the transaction and receives no proceeds. The correct document depends on whether the company is creating new shares or an existing holder is selling.\n",{"question":394,"answer":395},"Does a share subscription agreement need to be signed to be valid?","Yes. Both the subscriber and an authorized officer of the company must sign the agreement for it to constitute a binding subscription. A completed form signed only by the investor is an offer, not an accepted subscription. The company's countersignature — ideally after cleared funds are confirmed — completes the binding agreement.\n",{"question":397,"answer":398},"What is an accredited investor and why does it matter on this form?","An accredited investor is an individual or entity meeting minimum income, net worth, or professional-knowledge thresholds set by securities regulators — for example, a net worth exceeding $1M (excluding primary residence) or annual income above $200,000 in the US. Private placements typically rely on an exemption from registration that requires all investors to qualify. Confirming and documenting accredited investor status on the subscription form protects the company if regulators later review the offering.\n",{"question":400,"answer":401},"What happens after a subscription agreement is signed?","Once both parties sign and all closing conditions are satisfied — typically receipt of cleared funds and board approval — the company's board formally allots the shares, updates the share register, and issues a share certificate or electronic equivalent to the investor. The investor should also receive a copy of the executed agreement and any updated cap table or shareholder notice required by the company's articles.\n",{"question":403,"answer":404},"Can I use this form for multiple investors in the same round?","Yes. Each investor completes and signs a separate subscription form capturing their individual details, share allocation, and representations. Using a separate form per investor creates a clean, individual record for each subscription and simplifies the allotment and share register update process. The company then allots all subscriptions in a single board resolution after the round closes.\n",{"question":406,"answer":407},"Is a long-form subscription agreement necessary for a small private placement?","For a friends-and-family raise involving one or two investors with a combined total under $50,000, a short-form agreement may be sufficient. The long form is recommended when the amount is material, when investors are not known to the founders personally, or when future fundraising rounds will involve institutional investors who will conduct diligence on prior subscription documentation.\n",{"question":409,"answer":410},"What is the difference between subscription price and par value?","Par value is the nominal minimum value assigned to each share in the company's articles of incorporation — often as low as $0.0001 per share. Subscription price is the actual amount the investor pays, set by the board based on the company's current valuation. The difference between the two is recorded as additional paid-in capital on the balance sheet. Entering par value as the subscription price is a common and material error.\n",[412,416,420,424],{"industry":413,"icon_asset_id":414,"specifics":415},"Technology / SaaS","industry-saas","Seed and Series A subscription forms typically reference a concurrent term sheet or SAFE conversion, with investor representations covering participation in prior rounds.",{"industry":417,"icon_asset_id":418,"specifics":419},"Real Estate","industry-real-estate","Subscription forms for real estate holding companies often include additional representations on source of funds and beneficial ownership to satisfy anti-money-laundering requirements.",{"industry":421,"icon_asset_id":422,"specifics":423},"Financial Services","industry-fintech","Regulated financial entities require enhanced investor eligibility documentation and may need to retain subscription forms as part of regulatory compliance records.",{"industry":425,"icon_asset_id":426,"specifics":427},"Professional Services","industry-professional-services","Law and accounting firms issuing equity to incoming partners use subscription forms to formalize the capital contribution and record the new partner's share class and ownership percentage.",[429,431,434,437],{"vs":230,"vs_template_id":231,"summary":430},"A share purchase agreement records the transfer of existing shares between a seller and a buyer — the company is not a party and issues no new shares. A subscription agreement records the issuance of new shares directly from the company to an investor. Use a purchase agreement when an existing shareholder is selling; use a subscription agreement when the company is raising new capital.",{"vs":104,"vs_template_id":432,"summary":433},"shareholders-agreement-D338","A shareholders agreement governs the ongoing relationship among all shareholders — voting rights, transfer restrictions, drag-along, and tag-along provisions. A subscription agreement is a one-time transaction document recording a single investor's purchase of new shares. The two documents are complementary: the subscription form closes the investment; the shareholders agreement governs what happens afterward.",{"vs":241,"vs_template_id":435,"summary":436},"stock-option-plan-D308","A stock option agreement grants an employee or advisor the right to purchase shares at a fixed price after a vesting period — no shares are issued at signing and no immediate payment is made. A subscription agreement records an investor's immediate purchase of shares for cash consideration. Options are for incentive compensation; subscriptions are for capital raises.",{"vs":234,"vs_template_id":438,"summary":439},"D{CONVERTIBLE_NOTE_ID}","A convertible note is a debt instrument that converts into equity at a future financing round, typically at a discount. A subscription agreement issues equity immediately at a fixed price. Convertible notes defer valuation to the next round; subscription agreements require a valuation at the time of signing. Startups at early stages often prefer convertible notes to avoid premature valuation debates.",{"use_template":441,"template_plus_review":445,"custom_drafted":449},{"best_for":442,"cost":443,"time":444},"Private companies issuing shares to a small number of known investors in a straightforward seed or friends-and-family round","Free","15–30 minutes per subscriber",{"best_for":446,"cost":447,"time":448},"Rounds involving multiple investors, material amounts, or first-time founders unfamiliar with share issuance mechanics","$300–$800 for a corporate lawyer or accountant review","1–3 days",{"best_for":450,"cost":451,"time":452},"Institutional rounds, regulated industries, cross-border investors, or complex share class structures with preference stacks","$1,500–$5,000+","1–2 weeks",[231,238,454,455,456,457,458,459,460,461,462,463],"stock-option-plan-D13284","non-disclosure-agreement-nda-D12692","business-plan-canvas-(one-page)-D12527","financial-projections_12-months-D360","independent-contractor-agreement-D160","employment-agreement-executive-D543","term-sheet-D473","board-resolution-D78","letter-of-intent_acquisition-of-business-D5197","joint-venture-agreement-D889",{"emit_how_to":465,"emit_defined_term":465},true,{"primary_folder":114,"secondary_folder":467,"document_type":468,"industry":469,"business_stage":470,"tags":471,"confidence":477},"equity-and-mergers","form","general","startup",[472,473,474,475,476],"equity","investor","fundraising","share-subscription","private-company",0.92,"\u003Ch2>What is a Share Subscription Agreement (Private Long Form)?\u003C/h2>\n\u003Cp>A \u003Cstrong>Share Subscription Agreement (Private Long Form)\u003C/strong> is a structured form used by private companies to record and formalize an investor's commitment to purchase newly issued shares directly from the company. It captures every detail required to complete the transaction — subscriber identity, share class, number of shares, subscription price, payment instructions, investor representations, closing conditions, and execution blocks — in a single organized document. Unlike a share purchase agreement, which records the transfer of existing shares between shareholders, a subscription agreement governs the creation and issuance of new equity, making it the primary record for any private placement or capital raise.\u003C/p>\n\u003Ch2>Why You Need This Document\u003C/h2>\n\u003Cp>Issuing shares without a completed subscription form leaves the company exposed on multiple fronts: there is no signed record of the investor's eligibility representations, no documented agreement on price or share class, and no clear closing condition tying allotment to receipt of cleared funds. These gaps create disputes over what was agreed, complicate cap table reconciliation, and can attract regulatory scrutiny if the company later raises institutional capital or prepares for an acquisition. A properly completed long-form subscription agreement gives both parties a clear, enforceable record of the transaction — and gives future investors and acquirers the documentation they need to confirm that prior share issuances were conducted correctly.\u003C/p>\n",1778773567092]