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Equity Participation Agreement
"I need an Equity Participation Agreement for a Singapore tech startup where a foreign venture capital firm will acquire 15% shareholding for SGD 2.5 million, with completion planned for March 2025, including standard minority protection rights and board seat provisions."
1. Parties: Identification and details of all parties to the agreement
2. Background: Context and purpose of the equity participation arrangement
3. Definitions: Key terms used throughout the agreement
4. Subscription Details: Number, class, and price of shares being subscribed to
5. Payment Terms: Payment schedule and method for the shares
6. Representations and Warranties: Statements of fact and assurances from both parties
7. Completion: Conditions precedent and completion mechanics
8. Governing Law and Jurisdiction: Applicable law and dispute resolution provisions
1. Tag-Along Rights: Rights of minority shareholders to join in sale of majority stake - include when protecting minority shareholders
2. Drag-Along Rights: Rights of majority shareholders to force minority to join in sale - include when majority shareholders need exit flexibility
3. Anti-Dilution Provisions: Protection against dilution from future share issuances - include for venture capital or strategic investments
4. Board Representation: Rights to appoint directors - include for significant shareholders
1. Share Capital Structure: Current and post-investment shareholding details
2. Conditions Precedent: List of conditions to be satisfied before completion
3. Form of Share Certificate: Template of share certificate to be issued
4. Shareholders' Agreement: Attached or referenced shareholders' agreement
5. Company Constitution: Current constitution or articles of association
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