AGREEMENT FOR PLEDGE OF SHARES

This Agreement made at Mumbal this____________.... day of ____________1998 by?

(i) Santex Construction Ltd., a Company registered under the Companies Act, 1956 and having its Registered Office at 'Santex Plaza...............................Mumbai

(ii) Santex Investment Ltd. a Company registered under the Companies Act of Hongkong and having its Registered Office at.............................. Singapore

(iii) STR Power Company Limited a Company registered under the Companies Act Mauritius and having its Registered Office at____________.Republic of Mauritius.

(hereinafter collectively referred to as 'the Pledges' which expression shall include their respective legal representatives, heirs, executors and administrators) and XYZ Finance Company Ltd. (XYZF), a Company registered under the Companies Act, 1956 and having its Registered Office at____________Mumbai on its behalf and on behalf of the Lenders whose names are set out in Schedule-I (hereinafter referred to as "Lead Institution/Security Trustee") which expression shall unless it is repugnant to the subject or context thereof, include its successors and assigns

WHEREAS

(i) The Lenders at the request of the Pledgors, have sanctioned various facilities as set out against their respective names in Schedule I hereto (hereinafter collectively referred to as "the Loan" or "the Loans" as the context admits) to Ws. ABC Power Company Ltd., a Company registered under the Companies Act, 1956, and having its registered office at ____________Mumbai in the State of Maharashtra (hereinafter referred to as "the Borrower") for setting up a____________of................at____________ Industrial Development Area District in the State of Maharashtra on the terms and conditions contained in the respective Loan Agreements, Guarantee agreements and Subscription Agreement executed and/or to be executed by and between the Borrower and the Lenders (hereinafter referred to as "the said Agreements").

(ii) One of the conditions in the said. Agreements is that the- said Loan or Loans shall be secured, inter alia, by pledge of shares held by the pledgors in the Borrower.

(iii) In pursuance of the said Agreements, the pledgors have agreed to pledge the equity shares more particularly described in the Schedule II hereunder to the Security Trustee for the benefit of the Lenders and have deposited with Security Trustees the certificates relating to the said shares together with the transfer deeds in respect of the said shares and have agreed to execute this Agreement.

NOW THIS DEED WITNESSETH AS FOLLOWS

In consideration of Lenders having sanctioned the said loan or loans to Borrower, the pledgors hereby agree, confirm, undertake and declare as follows:

1. The pledgors hereby confirm that for securing the due repayment of the said loan or loans together with the interest and other moneys payable by the Borrower to Lenders under their respective Loan Agreements, the pledgors have deposited with Security Trustees by way of pledge all the share certificates more particularly described in Schedule-II hereunder written together, with transfer deeds relating to the said shares duly executed by the pledgors.

2. The pledgors as beneficial owners of the said shares hereby charge all the shares specified in Schedule-II hereto with the repayment of the said Loan or Loans and interest and other moneys payable by the Borrower to the Lenders under said Agreements.

3. The pledgors hereby agree that the Security Trustee may at any time upon the occurrence of an Event of Default under the said Agreements at its sole discretion complete and register the transfers of the said shares or any of them and the pledgors shall execute all such instruments and do all such acts, deeds and things as may be requisite or necessary to enable Security Trustee to do so.

4. The pledgors hereby confirm that the shares described in Schedule-II hereunder are equity shares of nominal value of Rs.10 (Ten) each held by the pledgors in the Borrower and that if any rights shares are issued after the execution of these presents, the pledgors: shall subject to the approval of the concerned authorities being obtained, subscribe to the same and the shares so subscribed as also the bonus shares, if any, issued to the pledgors, shall be pledged to the Security Trustee for the benefit of the Lenders for further securing the repayment by the Borrower of the said Loan or Loans and payment of other moneys to the Lenders.

5 .The pledgors hereby irrevocably authorise Security Trustee to attend any General Meeting of members or meeting of any class of members or meeting of creditors or debenture holders of the Borrower and to exercise the voting rights [upon the occurrence of an Event of Default] in respect of the share described in Schedule- II hereunder in any manner as the Lenders may choose in its absolute discretion in the event of default of the borrower in repayment of principal or interest. To enable the Security Trustee to exercise the voting rights, the pledgors shall register the agreement with the Borrower with the instructions that as and when any intimation is received from the Lenders upon the occurrence of an Event of Default in this behalf, the Security Trustee should be permitted to attend and exercise the voting rights in respect of the said shares on any matter at any meeting of the Borrower. The pledgors shall also arrange with the Borrower for forwarding copies of the notices of the meeting to the Security Trustee as and when such notices are issued to the shareholders. The pledgors shall also furnish a letter from the Borrower confirming the above arrangement.

6. The pledgors hereby agree that if the said Loan and other moneys or any portion thereof remain unpaid to the Lenders in accordance with their said Agreements, then without prejudice to the rights conferred on the Lenders by clause 3 herein, the Lead Institution ay at any time thereafter and without giving any notice to the pledgors, sell the said shares or any of them and apply the proceeds thereof firstly in payment of the costs of the sale, secondly in the payment of any costs incurred by the Lead Institution in connection with the pledge by the pledgors of the said shares and the balance, towards the repayment of the said Loan or Loans and payment of Interest and other moneys. If there is any balance left after such appropriation, the same shall be paid to the pledgors.

7. For giving effect to this Agreement, the pledgors hereby constitute and appoint Lead Institution as their attorney in their name and on their behalf to execute and do all acts and things and to complete, when required, the transfer of the said shares in favour of Lead Institution or such other person as may be required by Lenders or any one of them ~and also to do all such other acts and things for giving effect to the provisions hereof, and powers reserved to the Lenders.The pledgors hereby agree and undertake to ratify and confirm all and whatsoever the Security Trustee shall lawfully do or cause to be done by virtue of this clause.

8. When the said Loan or Loans and other moneys are recovered or repaid by the Borrower in full, the Lead Institution shall, as far as may be, return the share certificates more particularly described in Schedule II hereto together with the transfer deeds absolutely to the pledgors or, as the case may be, subject to the pledgors obtaining approvals of such authorities as may be necessary, transfer at the cost of the Borrower the said shares to the pledgors. The pledgors will indemnify the Security Trustee against all costs and liabilities, which may be incurred or sustained in respect of the said pledged shares

Schedules SCHEDULE I

(PARTICULARS OF THE LENDERS AND LOANS)

(Rupees in crore) (US $ in Million)

Sr.

Name of the Lender/address

RTIJ

FCL

FLG

Total

No.

NCD

1 .

The XYZ Finance Company Ltd.

......................... Mumbai

54.00

250.00

304.00

(US $)

STP Development Bank Ltd.

.................... Mumbai

35.00

70.00

(US$)

(US $)

Power Finance Corporation Limited

272.00

____________

212.

60.00

(US $)

ABC Finance Corporation Ltd.

.......................................

40.00

AAA Insurance Corporation of India

. ____________

5.00

MUMBAI - 400 020

BBB Finance & Insurance Co. Ltd.

........................ Mumbai - 400 001

5.00

-7.

CCC Finance Corporation Ltd.

____________.

3.00

New Delhi-110002

DDD Finance Company Ltd.

.............................. Hyderabad

3.00

XXZ Finance & Insurance

Corporation Ltd.

4.00

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About this agreement

Title: Agreement for Pledge of Shares Format

Need a professional Agreement for Pledge of Shares Format to secure loans against equity? Our ready-to-use legal template in India offers a customizable solution in PDF and Word formats for free download, ensuring compliance with the Indian Contract Act and Companies Act, 2013.

What is an Agreement for Pledge of Shares?

An Agreement for Pledge of Shares Format is a legally binding contract where a shareholder (pledgor) transfers possession of shares to a lender (pledgee) as security for a loan or debt. Governed by Section 172 of the Indian Contract Act, 1872, and relevant provisions under the Depositories Act, 1996, this document outlines the terms of the pledge, protecting both parties' interests. It's essential in financial transactions involving shares listed on stock exchanges or private companies, preventing disputes and ensuring enforceability in Indian courts.

Why is an Agreement for Pledge of Shares Format Important?

In today's dynamic business environment, pledging shares is a common financing method for startups, SMEs, and individuals. This format safeguards the pledgee's rights to sell shares upon default, while allowing the pledgor to retain ownership and voting rights until breach. Key legal requirements include proper execution, stamping as per the Indian Stamp Act, and registration with the Registrar of Companies (RoC) if applicable. Using a standardized Agreement for Pledge of Shares Sample minimizes risks, ensures transparency, and complies with SEBI guidelines for listed securities, making it indispensable for secure transactions.

Key Elements of Agreement for Pledge of Shares Format

A comprehensive Agreement for Pledge of Shares Format must include:

Parties Involved: Details of pledgor, pledgee, and any guarantors.
Description of Pledged Shares: Number, class, folio numbers, distinctive numbers, and certificate details.
Pledge Terms: Loan amount, interest rate, repayment schedule, and margin requirements.
Rights and Obligations: Pledgee's right to vote or receive dividends, pledgor's covenants against further encumbrances.
Events of Default: Non-payment, insolvency, or share value drop triggering enforcement.
Enforcement Clause: Procedure for sale of shares via stock exchange or private treaty.
Governing Law: Jurisdiction (typically Indian law) and dispute resolution.
Signatures and Witnesses: For legal validity.

Our template covers all these elements, ready to customize for your specific needs.

Who Should Use This Agreement for Pledge of Shares Sample?

This versatile legal template is ideal for:

Banks and NBFCs extending loans against shares.
Private equity investors securing funding.
Shareholders in family businesses or startups pledging equity.
Corporates in inter-company lending scenarios. Common use cases include margin loans, working capital financing, and bridge loans in civil and commercial matters across India. Whether for BSE/NSE listed shares or unlisted ones, it's a must-have for business owners, financial institutions, and legal professionals.

Download Your Customizable Agreement for Pledge of Shares Format Now!

Streamline your share pledge process with our free downloadable Agreement for Pledge of Shares Format in PDF/Word. Fully editable and compliant with Indian legal standards, it's perfect for immediate use or further customization via AI tools or legal experts.

Final Note While this ready-to-use Agreement for Pledge of Shares Sample serves as a strong starting point, tailor it to your unique circumstances. Always consult a qualified lawyer for stamping, registration, and advice specific to your case. Explore related templates like Loan Agreement Format, Share Purchase Agreement, or Security Agreement India for comprehensive legal support.

Important Guidelines

Guidelines for Drafting an Agreement for Pledge of Shares

An Agreement for Pledge of Shares is used in corporate finance and lending when a shareholder pledges their shares as collateral for a loan or to secure certain obligations. Here are key considerations when drafting such an agreement:

Title and Parties: Clearly label the document as an "Agreement for Pledge of Shares" and identify the pledgor (shareholder), pledgee (lender), and the company whose shares are being pledged.

Share Details: Specify the number of shares, class of shares, and any restrictions or encumbrances on the shares being pledged.

Purpose and Terms: Clearly state the purpose of the pledge, including the loan amount or obligations being secured, along with repayment terms and conditions.

Transfer of Rights: Outline the rights and privileges associated with the pledged shares, including voting rights, dividends, and rights to information.

Default and Remedies: Define the events of default and the remedies available to the pledgee in case of default, such as the right to sell the pledged shares.

Common Mistakes to Avoid:

Ambiguity: Ensure all terms are clear and specific to prevent misunderstandings or disputes regarding the pledge.

Incomplete Information: Include all necessary details, including share certificates and transfer documentation, to establish a complete record of the pledge.

Failure to Seek Legal Counsel: Consult with legal experts to ensure compliance with securities laws and regulations and to understand the potential consequences of default.

Lack of Due Diligence: Verify the validity of the shares being pledged and check for any prior encumbrances or restrictions.

Inadequate Notice Provisions: Include proper notice procedures to notify the pledgor of default and allow for corrective action before enforcing remedies.

In conclusion, a well-drafted Agreement for Pledge of Shares is essential for securing a loan or obligations with share collateral. By following these guidelines and avoiding common mistakes, both parties can protect their interests and ensure a legally compliant pledge arrangement.

Supporting Documents

For an Agreement for Pledge of Shares securing corporate loans, parties typically need to prepare corporate authorisations, proof of share ownership, and copies of the underlying loan documents before or at signing.

Share certificates
Original share certificates for the equity shares listed in Schedule II, to be deposited with the Security Trustee as pledge.
When: at signing
Duly executed transfer deeds
Blank or signed share transfer deeds relating to the pledged shares, required for potential enforcement on default.
When: at signing
Board resolutions of pledgor companies
Certified board resolutions from Santex Construction Ltd., Santex Investment Ltd. and STR Power Company Limited authorising the pledge and execution of this agreement.
When: before signing
Loan agreements and sanction letters
Copies of the Loan Agreements, Guarantee agreements and Subscription Agreement between the Borrower and Lenders as referenced in the recitals.
When: before signing
Certificate of incorporation and constitutional documents
Certificates of incorporation, memorandum and articles of association (or equivalent) for all Indian and foreign pledgor and lender companies.
When: before signing
Borrower confirmation letter
Letter from ABC Power Company Ltd. confirming registration of the pledge agreement and permitting the Security Trustee to receive meeting notices and exercise voting rights on default.
When: at signing
PAN / tax registration documents
PAN cards (or equivalent foreign tax IDs) of the pledgor companies and the Security Trustee for regulatory and tax compliance.
When: before signing

Frequently asked questions

What is an Agreement for Pledge of Shares?→

This is a legal agreement in India where a shareholder pledges shares as security for a loan or debt, governed by the Indian Contract Act, 1872, and Companies Act, 2013. It outlines terms like pledge creation, enforcement, and release.

Is the Agreement for Pledge of Shares legally valid in India?→

Yes, it is legally enforceable in India if executed properly with required witnesses and complies with Section 67 of the Transfer of Property Act, 1882, and SEBI regulations for listed shares.

Do I need to pay stamp duty on the Agreement for Pledge of Shares?→

Yes, stamp duty is applicable as per the Indian Stamp Act, 1899, varying by state (e.g., 0.1-0.5% of loan amount); get it adjudicated or franked before execution.

In what format can I download the Agreement for Pledge of Shares?→

Download it in editable Word (.docx) or PDF formats for easy customization and printing, suitable for immediate use in India.

Can I edit or customize the Agreement for Pledge of Shares?→

Yes, the template is fully customizable; modify clauses for share details, loan amount, tenure, and parties involved while ensuring legal compliance in India.

Who should use the Agreement for Pledge of Shares and when?→

Use it when shareholders pledge shares as collateral for loans; ideal for individuals, companies, or NBFCs in India to secure debts legally.

AGREEMENT FOR PLEDGE OF SHARES

AGREEMENT FOR PLEDGE OF SHARES

This Agreement made at Mumbal this____________.... day of ____________1998 by?

(i) Santex Construction Ltd., a Company registered under the Companies Act, 1956 and having its Registered Office at 'Santex Plaza...............................Mumbai

(ii) Santex Investment Ltd. a Company registered under the Companies Act of Hongkong and having its Registered Office at.............................. Singapore

(iii) STR Power Company Limited a Company registered under the Companies Act Mauritius and having its Registered Office at____________.Republic of Mauritius.

WHEREAS

(ii) One of the conditions in the said. Agreements is that the- said Loan or Loans shall be secured, inter alia, by pledge of shares held by the pledgors in the Borrower.

NOW THIS DEED WITNESSETH AS FOLLOWS

In consideration of Lenders having sanctioned the said loan or loans to Borrower, the pledgors hereby agree, confirm, undertake and declare as follows:

Schedules SCHEDULE I

(PARTICULARS OF THE LENDERS AND LOANS)

(Rupees in crore) (US $ in Million)

Sr.	Name of the Lender/address	RTIJ	FCL	FLG	Total
No.		NCD
1 .	The XYZ Finance Company Ltd.
	......................... Mumbai	54.00	54.00	250.00	304.00
			(US $)	(US $)
2.	STP Development Bank Ltd.
	.................... Mumbai		35.00	35.00	70.00
			(US$)	(US $)
3.	Power Finance Corporation Limited				272.00
	____________	212.	60.00
		50	(US $)
4.
	ABC Finance Corporation Ltd. .......................................	40.00			40.00
5.	AAA Insurance Corporation of India
	. ____________	5.00			5.00
	MUMBAI - 400 020
6.	BBB Finance & Insurance Co. Ltd.
	........................ Mumbai - 400 001	5.00	-		5.00
-7.	CCC Finance Corporation Ltd.
	____________.	3.00	-		3.00
	New Delhi-110002
8.	DDD Finance Company Ltd.
	.............................. Hyderabad	3.00	-		3.00
9.	XXZ Finance & Insurance
	Corporation Ltd.	4.00	-	Download PDF₹49 Download Word₹49 100% Legally Valid Format · 2026 Instant Download 530 people have downloaded this document