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Equity Funding Agreement
"I need an Equity Funding Agreement for a Series A investment of HKD 10 million into my Hong Kong technology startup, with completion planned for March 2025, including standard minority investor protections and an employee share option pool provision."
1. Parties: Identification of the company, investor(s), and any other relevant parties
2. Background: Context of the investment, company's business, and purpose of the agreement
3. Definitions and Interpretation: Definitions of key terms and interpretation rules
4. Investment Terms: Details of investment amount, share class, price per share, and payment terms
5. Conditions Precedent: Conditions that must be satisfied before completion
6. Completion: Mechanics and timing of the investment completion
7. Warranties and Representations: Company and founder warranties, and any investor warranties
8. Investor Rights: Information rights, board representation, reserved matters
9. Transfer Restrictions: Limitations on share transfers, right of first refusal, tag-along rights
10. Confidentiality: Obligations regarding confidential information
11. Announcements: Requirements for public announcements about the investment
12. Costs and Expenses: Allocation of transaction costs and ongoing expenses
13. Notices: Process for formal communications between parties
14. General Provisions: Boilerplate clauses including governing law, jurisdiction, entire agreement
1. Anti-dilution Protection: Protection for investors against future down rounds, used in venture capital investments
2. Drag Along Rights: Right to force minority shareholders to join in a sale, typically included for later-stage companies
3. Pre-emptive Rights: Rights to participate in future funding rounds, common in VC deals
4. Founder Commitments: Specific obligations for founders including non-compete and time commitment, used when founders are key to business
5. Corporate Governance Provisions: Detailed board structure and voting requirements, important for significant investments
6. Exit Provisions: Specific terms regarding IPO or trade sale, typically for later-stage investments
7. Employee Share Option Pool: Terms regarding ESOP establishment and management, if relevant to the investment
8. Restrictive Covenants: Additional business conduct restrictions, used for larger investments or regulated industries
1. Schedule 1: Company Information: Details of company structure, share capital, and existing shareholders
2. Schedule 2: Warranties: Detailed list of company and founder warranties
3. Schedule 3: Reserved Matters: List of decisions requiring investor consent
4. Schedule 4: Completion Requirements: Detailed list of completion deliverables and actions
5. Schedule 5: Key Terms: Summary of key investment terms including valuation and share rights
6. Schedule 6: Deed of Adherence: Form for new shareholders to join the agreement
7. Schedule 7: Management Accounts: Latest financial statements and management accounts
8. Appendix A: Share Certificate Form: Form of share certificate to be issued
9. Appendix B: Board Resolution: Form of board resolutions approving the investment
Authors
Technology
Financial Services
Healthcare
E-commerce
Manufacturing
Real Estate
Biotech
Renewable Energy
Education
Consumer Goods
Professional Services
Media and Entertainment
Telecommunications
Software
Retail
Legal
Finance
Corporate Development
Investment
Compliance
Board of Directors
Company Secretariat
Risk Management
Corporate Finance
Executive Management
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Investment Director
Corporate Lawyer
Company Secretary
Finance Director
Compliance Officer
Investment Manager
Private Equity Partner
Venture Capital Associate
Corporate Finance Manager
General Counsel
Board Director
Financial Controller
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