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Designated Investment Agreement
"Need a Designated Investment Agreement for a US-based venture capital firm investing INR 50 crores in an Indian healthcare tech startup, with specific provisions for staged investments and regulatory compliance with both SEBI and healthcare sector requirements."
1. Parties: Details of the investor(s) and investee company, including registration information and addresses
2. Background: Context of the investment, brief company history, and purpose of the agreement
3. Definitions: Comprehensive definitions of terms used throughout the agreement
4. Investment Terms: Details of investment amount, valuation, and securities being issued
5. Conditions Precedent: Conditions that must be satisfied before investment completion
6. Completion Obligations: Steps to be taken at closing, including documentation and payments
7. Representations and Warranties: Statements of fact and assurances from both parties
8. Investor Rights: Rights granted to investors including information, inspection, and board representation
9. Transfer Restrictions: Limitations on transfer of securities and right of first refusal provisions
10. Reserved Matters: Decisions requiring investor consent
11. Exit Rights: Provisions for IPO, strategic sale, or other exit mechanisms
12. Term and Termination: Duration of agreement and circumstances for termination
13. Confidentiality: Protection of confidential information and trade secrets
14. Dispute Resolution: Mechanism for resolving disputes including jurisdiction and arbitration
15. General Provisions: Standard boilerplate clauses including notices, amendments, and governing law
1. Anti-Dilution Protection: Protection against future down rounds, used when there's significant investment risk
2. Tag-Along Rights: Right to join in sale of shares by promoters, important for minority investor protection
3. Drag-Along Rights: Right to force minority shareholders to join in sale, used in strategic exits
4. Multiple Closing Provisions: For investments happening in tranches or multiple rounds
5. Regulatory Compliance: Specific section for heavily regulated sectors like financial services or healthcare
6. Employee Stock Options: If the company has or plans to have an ESOP scheme
7. Environmental and Social Compliance: For investments in sectors with environmental impact or social considerations
8. Foreign Investment Compliance: Specific provisions for compliance with FDI regulations when involving foreign investors
1. Schedule 1 - Capitalization Table: Pre and post-investment shareholding pattern
2. Schedule 2 - Conditions Precedent: Detailed list of conditions to be satisfied before completion
3. Schedule 3 - Warranties: Detailed warranties given by the company and promoters
4. Schedule 4 - Reserved Matters: Comprehensive list of matters requiring investor consent
5. Schedule 5 - Completion Steps: Detailed closing checklist and requirements
6. Schedule 6 - Company Information: Key corporate and business information about the company
7. Schedule 7 - Regulatory Approvals: List of required regulatory approvals and status
8. Schedule 8 - Material Contracts: List of important contracts and arrangements
9. Appendix A - Investment Instruments: Details of securities being issued including rights and preferences
10. Appendix B - Board Composition: Structure and composition of the board post-investment
Authors
Information Technology
Manufacturing
Financial Services
Healthcare
Infrastructure
Renewable Energy
E-commerce
Telecommunications
Real Estate
Pharmaceuticals
Biotechnology
Education
Agriculture Technology
Legal
Finance
Compliance
Corporate Development
Investment
Regulatory Affairs
Corporate Secretarial
Risk Management
Strategy
Business Development
Chief Executive Officer
Chief Financial Officer
General Counsel
Investment Director
Compliance Officer
Company Secretary
Legal Director
Investment Manager
Corporate Development Manager
Regulatory Affairs Director
Finance Director
Managing Director
Board Director
Private Equity Partner
Investment Banking Director
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