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Share Charge Agreement Template for Singapore

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Key Requirements PROMPT example:

Share Charge Agreement

"I need a Share Charge Agreement under Singapore law where ABC Holdings Pte Ltd will charge 10,000 ordinary shares in XYZ Technology Pte Ltd in favor of Standard Bank Limited as security for a USD 5 million facility agreement dated 15 March 2025."

Document background
A Share Charge Agreement is commonly used in Singapore when a party needs to provide security over shares as collateral for financial obligations. This document is essential in secured lending transactions, corporate restructurings, and acquisition finance. The agreement must comply with Singapore's strict regulatory framework, particularly the Companies Act and Securities and Futures Act. It typically includes provisions for creation of security, representations and warranties, covenants, enforcement mechanisms, and registration requirements. The document must be properly executed and registered with ACRA to be effective under Singapore law.
Suggested Sections

1. Parties: Details of the Chargor and Chargee

2. Background: Context of the share charge and underlying obligations

3. Definitions and Interpretation: Key terms and interpretation rules

4. Creation of Charge: Terms creating the security interest over the shares

5. Representations and Warranties: Chargor's declarations regarding ownership and authority

6. Covenants: Ongoing obligations of the Chargor

7. Enforcement: Rights and remedies upon default

8. Power of Attorney: Appointment of Chargee as attorney

Optional Sections

1. Further Assurance: Additional actions required to perfect the security - used when additional documentation or actions may be needed

2. Currency Provisions: Rules for currency conversion and payments - used when multiple currencies are involved

3. Tax Provisions: Allocation of tax responsibilities - used when significant tax implications exist

Suggested Schedules

1. Schedule 1 - Charged Shares: Details of the shares subject to the charge

2. Schedule 2 - Form of Transfer Instrument: Standard form for share transfer

3. Schedule 3 - Powers of Attorney: Detailed powers granted to the Chargee

4. Schedule 4 - Notice of Charge: Form of notice to be given to the company

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions



































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Industries

Companies Act (Cap. 50): Primary legislation governing company matters in Singapore, particularly Section 131 regarding registration of charges. Essential for share charge validity and enforceability.

Securities and Futures Act (Cap. 289): Regulates securities trading and financial markets in Singapore. Relevant for charged shares, especially if they are publicly traded.

Conveyancing and Law of Property Act (Cap. 61): Governs property rights and transfers, including security interests in property such as shares.

Civil Law Act (Cap. 43): Provides general principles of civil law applicable to contracts and property rights in Singapore.

ACRA Requirements: Accounting and Corporate Regulatory Authority requirements for registering and maintaining charges over shares in Singapore companies.

MAS Regulations: Monetary Authority of Singapore regulations affecting financial securities and their charges, particularly relevant for regulated entities.

SGX Listing Rules: Singapore Exchange rules applicable when the charged shares are listed on the exchange.

Banking Act: Relevant when the share charge involves regulated financial institutions or banking entities.

Contracts Act (Cap. 53): Governs the formation and enforceability of contracts, including security agreements like share charges.

Insolvency, Restructuring and Dissolution Act 2018: Addresses the treatment of security interests in insolvency scenarios and the rights of secured creditors.

Stamp Duties Act (Cap. 312): Governs stamp duty implications for security documents including share charges.

Cross-border Security Regulations: International regulations affecting share charges with cross-border elements or foreign shares.

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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