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Company Investment Agreement
"I need a Company Investment Agreement under Swiss law for a Series A investment of CHF 5 million into our healthcare technology startup, where a venture capital firm will acquire 20% equity stake with standard minority protections and board representation rights."
1. Parties: Identification of the Company, Investor(s), and any other relevant parties including full legal names and addresses
2. Background: Context of the investment, including company history, purpose of investment, and current capitalization
3. Definitions: Definitions of key terms used throughout the agreement
4. Investment Terms: Details of the investment amount, valuation, and number/class of shares to be issued
5. Completion Mechanics: Steps for completing the investment, including conditions precedent and timing
6. Warranties and Representations: Standard warranties from the company and founders regarding the business state
7. Investor Rights: Special rights granted to investors including board representation and veto rights
8. Transfer Restrictions: Limitations on share transfers and pre-emptive rights
9. Information Rights: Investor's rights to receive financial and other company information
10. Confidentiality: Obligations regarding confidential information
11. General Provisions: Standard clauses including governing law, jurisdiction, and notices
1. Tag-Along Rights: Include when minority shareholders need protection to sell alongside majority shareholders
2. Drag-Along Rights: Include when majority shareholders need the right to force minority shareholders to join in a sale
3. Anti-Dilution Protection: Include for preferred share investments to protect against future down rounds
4. Founder Commitments: Include when founders are required to make specific commitments regarding their continued involvement
5. Strategic Collaboration: Include when the investor will have a strategic partnership role beyond the investment
6. Exit Strategy: Include when specific exit mechanisms or timelines need to be agreed upon
7. Employee Share Option Pool: Include when establishing or modifying an ESOP as part of the investment
1. Capitalization Table: Current and post-investment share capital structure
2. Company Warranties: Detailed list of company warranties
3. Disclosure Letter: Exceptions and qualifications to the warranties
4. New Articles of Association: Updated articles reflecting the investment and new rights
5. Shareholders' Agreement: Detailed agreement governing shareholder relationships
6. Business Plan: Company's business plan and financial projections
7. Board Resolutions: Corporate approvals required for the investment
8. Completion Checklist: List of all documents and actions required for completion
Authors
Technology
Financial Services
Healthcare
Manufacturing
Real Estate
Renewable Energy
Biotechnology
Software
E-commerce
Industrial
Professional Services
Consumer Goods
Telecommunications
Media & Entertainment
Clean Technology
Legal
Finance
Corporate Development
Executive Leadership
Board of Directors
Investment
Mergers & Acquisitions
Corporate Governance
Compliance
Treasury
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
General Counsel
Investment Director
Corporate Development Manager
Board Member
Company Secretary
Investment Manager
Managing Partner
Legal Counsel
Financial Controller
Head of Mergers & Acquisitions
Venture Capital Partner
Private Equity Director
Corporate Finance Manager
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