Pledge on Shares Clause Samples
A Pledge on Shares clause establishes that certain shares owned by a party are provided as collateral to secure the fulfillment of an obligation, such as repayment of a loan or performance under a contract. In practice, this means that if the pledgor defaults on their obligations, the pledgee (often a lender or creditor) has the right to take possession of or sell the pledged shares to recover the owed amount. This clause is commonly used in financing arrangements to provide the lender with a form of security, thereby reducing their risk and incentivizing the borrower to meet their commitments.
Pledge on Shares. Notwithstanding anything to the contrary set forth in this Agreement, Parent and the Company agree and acknowledge that the Shares are subject to a security interest for the benefit of certain lenders of the Stockholder which, among other things restricts the Stockholder’s ability to create, grant or permit to exist (i) any security interest over, or (ii) any restriction on the ability to transfer or realize, all or any part of the Shares.
Pledge on Shares. 5.9.1. Each Shareholder shall be entitled to pledge all or any part of his/its Shares at any time, provided that with respect to pledges on Shares which will be created following the completion of the IPO only, any Transfer of Shares subject to such Security Interests (including in the framework of enforcement proceeding relating to such pledge) shall be subject to all limitations on Transfer of Shares included in Section 5 (Limitations on Transferability of Shares).
5.9.2. Notwithstanding the provisions of Section 5.9.1 above, following the completion of the IPO, a Shareholder shall be entitled to pledge up to twenty five (25%) of the Shares held by such Shareholder immediately following the completion of the IPO, and such pledge(s) shall not be subject to the provisions of Section 5 (Limitations on Transferability of Shares).
Pledge on Shares on [●] two thousand twenty-one the Pledgor, as purchaser, and the Pledgee, as seller, entered into a share purchase agreement (the “Agreement”);
Pledge on Shares. Three.One.- Pledgor hereby pledges (without conveyance) in favor of the Pledgee 41,383,892 shares in the Company equivalent to 18.1% of the total capital stock of the Company /the “Shares”/, in compliance with the provisions set forth in Sections 1 and 5 five of Article 14 of the Pledge Without Conveyance Law, the Pledge Registration Regulations contained in the Supreme Decree No. 722 jointly enacted by the Ministry of Justice and the Ministry of Finance and published in
Pledge on Shares. Three.One.- In order to secure the Pledgor’s full, effective and timely performance of the Secured Obligations, the Pledgor duly represented as stated above, hereby agrees to pledge 189,242,819 shares in the Company equivalent to 81.9% of the total capital stock of the Company /the "Pledged Shares"/ in compliance with the provisions set forth in section 813 et seq. of the Commercial Code and the terms and conditions hereof. Such pledge on shares is created in favor of the Pledgee in order to secure the full, timely and effective repayment of all Secured Obligations during the effective term of the obligations under the Shareholders’ Agreement. The Pledged Shares are evidenced in the stock certificates listed below: stock certificate No. 4 evidencing 11,999 shares; stock certificate No. 12 evidencing 4,506,347 shares; stock certificate No. 14 evidencing 3,217,409 shares; stock certificate No.17 evidencing 7,949,152 shares; stock certificate No. 20 evidencing 20,972,466 shares; stock certificate No. 21 evidencing 18,974,114 shares; stock certificate No. 22 evidencing 2,970,327 shares; stock certificate No. 24 evidencing 39,932,672 shares; stock certificate No. 25 evidencing 3,457,371 shares; stock certificate No. 26 evidencing 32,065,960 shares; stock certificate No. 27 evidencing 9,067,811 shares; stock certificate No. 28 evidencing 3,627,124 shares; stock certificate No. 29 evidencing 5,610,442 shares; stock certificate No. 30 evidencing 1,556,190 shares; stock certificate No. 31 evidencing 704,327 shares; stock certificate No. 34 evidencing 1,846,11 shares; stock certificate No. 35 evidencing 7,863,134 shares; stock certificate No. 36 evidencing 12,802,928 shares and, stock certificate 37 evidencing 4,106,935 shares.- Three.Two.- Moreover, the pledge hereby levied shall further secure the reimbursement of all legal costs and collection expenses, whether judicial or extra-judicial, including reasonable attorneys’ fees, if any, which may be incurred as a result of any proceedings or demands brought for the collection or foreclosure of this pledge; and it shall also encumber any other obligations undertaken by Debtors by means of any instruments that they may execute or accept in the future, in substitution or lieu thereof, or in addition to those that have already been executed and delivered to the Pledgee or its successors or substitutes, in respect of any documents or instruments evidencing the Secured Obligations.-
Pledge on Shares. 14.1 Each of the parties will be entitled to pledge its shares in the Company, fully or partly, to a bank in order to secure credit provided to that party by such bank.
14.2 A party who will be interested to pledge his shares in the Company fully or partly, will receive the prior written agreement of the bank, that the exercise of the pledge by the bank will be subject to the provisions of this agreement regarding the first right of refusal of the other parties.
Pledge on Shares. Three.One.- Pledgor hereby pledges (without conveyance) in favor of the Pledgee 41,383,892 shares in the Company equivalent to 18.1% of the total capital stock of the Company /the "Shares"/, in compliance with the provisions set forth in Sections 1 and 5 five of Article 14 of the Pledge Without Conveyance Law, the Pledge Registration Regulations contained in the Supreme Decree No. 722 jointly enacted by the Ministry of Justice and the Ministry of Finance and published in the Official Gazette on October 23, 2010 /hereinafter referred to as the “Pledge Without Conveyance Regulation”/.- Such pledge on shares is created to ensure the full, timely and effective repayment of all Secured Obligations during the effective term of the obligations under the Shareholders’ Agreement. Such 41,383,892 Shares are evidenced in the stock certificate No. 32. Such pledge also encumbers all shares to be issued by the Company and to be subscribed for by Pledgor in the future, according to what is set forth in section 9. 1. below /the “Future Shares”/ and jointly with the Shares, the “Pledged Shares”/.- Three.Two.- Moreover, the pledge hereby levied shall further secure the reimbursement of all legal costs and collection expenses, whether judicial or extra-judicial, including reasonable attorneys’ fees, if any, which may be incurred as a result of any proceedings or demands brought for the collection or foreclosure of this pledge; and it shall also encumber any other obligations undertaken by Debtors by means of any instruments that they may execute or accept in the future, in substitution or lieu thereof, or in addition to those that have already been executed and delivered to the Pledgee or its successors or substitutes, in respect of any documents or instruments evidencing the Secured Obligations.-
