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Equity Distribution Agreement Template for Singapore

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Key Requirements PROMPT example:

Equity Distribution Agreement

"Need an Equity Distribution Agreement for our Singapore-based fintech company to distribute Series B shares through DBS Bank, with specific focus on institutional investors in Southeast Asia and a minimum placement requirement of SGD 50 million to be achieved by March 2025."

Document background
An Equity Distribution Agreement is essential when companies seek to distribute their equity securities through financial intermediaries in Singapore. It provides a framework for the ongoing sale of securities while ensuring compliance with Singapore's regulatory requirements. The agreement typically includes detailed provisions on distribution mechanics, pricing methodology, compliance obligations, and risk allocation. This document is particularly relevant in Singapore's dynamic financial market, where companies frequently engage distributors to access both institutional and retail investors. The agreement must comply with MAS guidelines and the Securities and Futures Act, making it a crucial document for regulated activities in Singapore's financial sector.
Suggested Sections

1. Parties: Identification of the contracting parties

2. Background: Context and purpose of the agreement

3. Definitions: Key terms used throughout the agreement

4. Appointment and Authority: Terms of distributor appointment and scope of authority

5. Distribution Rights and Obligations: Core rights and responsibilities regarding equity distribution

6. Compensation: Fee structure and payment terms

7. Term and Termination: Duration and termination provisions

8. Representations and Warranties: Standard assurances from both parties

Optional Sections

1. Marketing Requirements: Specific marketing obligations and restrictions when marketing activities are required

2. Territory Restrictions: Geographic limitations on distribution rights when distribution is limited to specific regions

3. Performance Targets: Specific distribution targets or quotas when minimum performance levels are required

Suggested Schedules

1. Schedule of Securities: Details of the securities to be distributed

2. Fee Schedule: Detailed breakdown of compensation structure

3. Distribution Territory: Detailed description of authorized distribution areas

4. Compliance Requirements: Specific regulatory compliance obligations

5. Marketing Guidelines: Detailed marketing requirements and restrictions

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

Relevant legal definitions
































Clauses































Industries

Securities and Futures Act (SFA): Primary legislation governing securities offerings, trading, licensing requirements, disclosure obligations, and securities marketing restrictions in Singapore

Companies Act: Core legislation covering share issuance, transfer requirements, corporate governance, shareholder rights and obligations, and capital maintenance rules

Financial Advisers Act: Legislation governing financial advisory services and licensing requirements for distributors of financial products

MAS Guidelines: Regulatory framework issued by Monetary Authority of Singapore covering securities offering guidelines, trading regulations, and compliance requirements

SGX Listing Rules: Rules governing listed securities, including continuous disclosure obligations and trading requirements for Singapore Exchange listed companies

Anti-Money Laundering Laws: Regulations to prevent money laundering and ensure proper due diligence in financial transactions

Counter-Terrorism Financing Laws: Legislation to prevent financing of terrorism through financial transactions and securities trading

Personal Data Protection Act: Law governing the collection, use, and disclosure of personal data in Singapore

Contract Law Act: Fundamental legislation governing formation and enforcement of contracts in Singapore

Competition Act: Legislation ensuring fair competition and preventing anti-competitive practices in business dealings

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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