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Investment Offering Memorandum

Investment Offering Memorandum Template for Ireland

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Key Requirements PROMPT example:

Investment Offering Memorandum

"I need an Investment Offering Memorandum for a new Irish sustainable energy infrastructure fund targeting institutional investors in the EU, with a first closing planned for March 2025 and minimum investment of €5 million."

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Document background
The Investment Offering Memorandum is a crucial document used in Irish investment operations to present detailed information about an investment opportunity to potential investors. It serves as the primary disclosure document for private placements and regulated investment schemes in Ireland, combining regulatory compliance with comprehensive investment information. The document must adhere to Irish legal requirements, including the Investment Funds, Companies and Miscellaneous Provisions Act 2005 and various EU regulations. It typically includes detailed sections covering investment strategy, risk factors, management structure, fees, tax implications, and subscription procedures. The memorandum is essential for both regulatory compliance and investor due diligence, providing legal protection for issuers while ensuring transparent disclosure to potential investors.
Suggested Sections

1. Important Notice to Investors: Legal disclaimers, regulatory statements, and key risk warnings

2. Directory: Contact details for all relevant parties including fund manager, administrator, custodian, legal advisers, auditors

3. Executive Summary: Overview of the investment opportunity, key terms, and highlights

4. Definitions and Interpretation: Comprehensive glossary of defined terms used throughout the document

5. Investment Objectives and Strategy: Detailed description of investment goals, methods, and strategic approach

6. Risk Factors: Comprehensive disclosure of all material risks associated with the investment

7. Management and Administration: Details of key personnel, management structure, and service providers

8. Subscription and Redemption Procedures: Process and requirements for investing in and withdrawing from the fund

9. Fees and Expenses: Complete breakdown of all costs, charges, and fees

10. Tax Considerations: Overview of relevant tax implications for Irish and international investors

11. Regulatory and Compliance Information: Key regulatory disclosures and compliance requirements

12. General Information: Additional important information including reporting, valuations, and investor rights

Optional Sections

1. ESG Policy: Environmental, Social and Governance considerations - included when the fund has specific ESG focus or requirements

2. Distribution Policy: Details of dividend or distribution arrangements - included for funds that make regular distributions

3. Track Record: Historical performance information - included when there is relevant performance history

4. Side Letter Disclosure: Information about special arrangements - included when certain investors may receive preferential terms

5. ERISA Considerations: US pension fund investor considerations - included when targeting US pension fund investors

6. Investment Restrictions: Specific investment limitations - included when there are particular investment constraints

7. Conflicts of Interest: Detailed conflicts disclosure - included when there are significant potential conflicts to address

8. Secondary Market Trading: Information about transferability of interests - included when secondary trading is permitted

Suggested Schedules

1. Subscription Agreement: Form of application and subscription documents for investors

2. Constitutional Documents: Copy of the fund's constitutional documents

3. Financial Statements: Latest financial statements or projections if a new fund

4. Service Provider Agreements: Summary of key terms of material service provider agreements

5. Investment Guidelines: Detailed investment policies and restrictions

6. KIID/KID: Key Investor Information Document or Key Information Document as required by regulations

7. Tax Supplement: Detailed tax analysis for relevant jurisdictions

8. Due Diligence Questionnaire: Standard due diligence questions and responses

9. Performance Data: Historical performance data and calculations methodology

10. Fee Schedule: Detailed breakdown of all fees, costs, and carried interest calculations

Authors

Alex Denne

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

alex.den.21@genieai.co
Relevant legal definitions
Clauses







































Relevant Industries

Financial Services

Investment Management

Private Equity

Venture Capital

Real Estate

Infrastructure

Technology

Healthcare

Renewable Energy

Agricultural

Manufacturing

Commercial Property

Retail

Digital Assets

Sustainable Investments

Relevant Teams

Legal

Compliance

Investment Management

Risk Management

Finance

Operations

Investor Relations

Corporate Governance

Regulatory Affairs

Fund Administration

Portfolio Management

Business Development

Product Development

Due Diligence

Relevant Roles

Chief Investment Officer

Fund Manager

Compliance Officer

Legal Counsel

Investment Director

Risk Manager

Chief Financial Officer

Investment Analyst

Portfolio Manager

Managing Director

Chief Executive Officer

Director of Operations

Investment Relations Manager

Regulatory Affairs Director

Company Secretary

Chief Risk Officer

Head of Compliance

Investment Committee Member

Industries










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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