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Equity Funding Agreement Template for England and Wales

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Key Requirements PROMPT example:

Equity Funding Agreement

"I need an Equity Funding Agreement for a Series A investment round of £2.5 million into my UK-based healthcare technology startup, with provisions for EIS relief and a board seat for the lead investor, to be completed by March 2025."

Document background
The Equity Funding Agreement is essential for any transaction where investors are taking an equity stake in a company under English and Welsh law. It serves as the primary document governing the relationship between investors and the company, detailing crucial aspects such as investment terms, shareholder rights, and company obligations. This agreement is particularly important in startup and scale-up funding rounds, where clear documentation of investment terms, valuation, and governance rights is crucial. The document typically incorporates various protections for both investors and the company, while ensuring compliance with UK corporate and securities laws.
Suggested Sections

1. Parties: Details of the investor(s) and investee company

2. Background: Context of the investment and company's current position

3. Definitions: Key terms used throughout the agreement

4. Investment Terms: Amount, share class, and price of investment

5. Conditions Precedent: Conditions that must be met before completion

6. Completion Mechanics: Process and requirements for completing the investment

7. Warranties: Company and founder representations

8. Investor Rights: Voting, board representation, and information rights

Optional Sections

1. Anti-dilution Protection: Protection against future down rounds - typically included for larger institutional investors

2. Tag-Along Rights: Right to join in sale of shares - included for minority investor protection

3. Drag-Along Rights: Ability to force minority shareholders to join sale - included for majority shareholder exit rights

4. EIS/SEIS Provisions: Specific provisions for tax relief qualification - included when investment qualifies for EIS/SEIS schemes

Suggested Schedules

1. Schedule 1: Particulars of the Company: Details of company structure, share capital, and directors

2. Schedule 2: Warranties: Detailed company warranties

3. Schedule 3: Conditions Precedent: Detailed list of conditions to be satisfied

4. Schedule 4: Completion Requirements: Documents and actions required at completion

5. Appendix 1: New Articles: New articles of association to be adopted

6. Appendix 2: Disclosure Letter: Exceptions to warranties

Authors

Alex Denne

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

Relevant legal definitions












































Clauses



































Industries

Companies Act 2006: Primary legislation governing company operations including share capital, issuance, directors' duties, company constitution, pre-emption rights, and share transfer regulations

Financial Services and Markets Act 2000 (FSMA): Regulatory framework covering financial promotion restrictions, regulated activities provisions, and investor protection measures

Financial Services Act 2012: Updates to FSMA and modifications to the financial regulatory framework

The Companies (Model Articles) Regulations 2008: Provides standard articles of association provisions and share rights and restrictions framework

Enterprise Investment Scheme (EIS) / SEIS Regulations: Tax relief regulations under Income Tax Act 2007 for qualifying investments in smaller companies

Financial Conduct Authority (FCA) Rules: Regulatory requirements for regulated activities and investor classification requirements

UK Prospectus Regulation: Requirements and exemptions for public offers and private placements of securities

Contract Law: Common law principles, Misrepresentation Act 1967, and Unfair Contract Terms Act 1977 governing contractual relationships

Data Protection Act 2018 and UK GDPR: Regulations governing the handling and protection of personal information in business transactions

Money Laundering Regulations 2017: Requirements for Know Your Customer (KYC) and anti-money laundering compliance in financial transactions

UK Corporate Governance Code: Guidelines and principles for corporate governance, particularly relevant for listed companies

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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