Agreement

Share Subscription Agreement (SSA)

A share subscription agreement records the subscription by an investor to newly issued shares of a company.

SHARE SUBSCRIPTION AGREEMENT (SSA)

This Agreement is made on [Date] between [Company] and [Investor]

  1. Parties. This Share Subscription Agreement is executed between [Company Name] (the "Company") and [Investor Name], [Address] (the "Investor").
  2. Recitals. The Company proposes to issue new equity/preference shares and the Investor has agreed to subscribe on the terms herein.
  3. Subscription & Consideration. The Investor shall subscribe to [__] shares at Rs. [__] per share for a total subscription amount of Rs. [Amount], with allotment effective [Effective Date].
  4. Conditions Precedent. Allotment is conditional on board and shareholder approvals, amended charter documents and satisfactory due diligence.
  5. Completion & Obligations. On Completion the Investor shall remit the subscription amount and the Company shall allot the shares and file Form PAS-3 with the RoC.
  6. Use of Proceeds. The subscription proceeds shall be applied by the Company towards [Business Purpose] as set out in the business plan.
  7. Representations & Warranties. The Company gives the warranties in Schedule I regarding capitalisation, accounts, taxes, litigation and compliance.
  8. Investor Rights. The Investor shall enjoy information, board observer/nominee, anti-dilution and pre-emptive rights as set out herein.
  9. Confidentiality. The parties shall keep the terms of the subscription and the Company's information confidential.
  10. Indemnity. The Company/Promoters shall indemnify the Investor against loss arising from breach of warranty, subject to agreed caps.
  11. Term & Termination. This Agreement may be terminated if conditions precedent are not met by the Long Stop Date, without prejudice to accrued rights.
  12. Governing Law & Jurisdiction. This Agreement is governed by the laws of India and subject to the jurisdiction of courts at [City].
  13. Dispute Resolution. Disputes shall be referred to arbitration under the Arbitration and Conciliation Act, 1996, seated at [City].

IN WITNESS WHEREOF the parties have executed this Agreement on the date first written above.

___
For [Company Name]
___
[Investor]
___
Witness 1: [Name & Address]
___
Witness 2: [Name & Address]

Before you use it — fill in / check

  • Company
  • Investor
  • Subscription amount/consideration
  • Effective date

How to use this template

  1. Read through and replace every [bracketed] or blank placeholder with your actual details.
  2. Delete any clause that doesn't apply and add anything specific to your situation.
  3. Click Print / Save as PDF to download, or Copy text to paste into your letterhead.
  4. Get it signed / stamped / notarised as required, and keep a copy for your records.

This is a general, editable template for convenience only — not legal advice. For anything material, have a professional review it. TaxClue isn't liable for how it's used.