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Loan To Equity Conversion Agreement
"Need a Loan To Equity Conversion Agreement for converting our Series A loan of SGD 2 million into preferred shares at a pre-agreed valuation, with anti-dilution protection and board representation rights for the investor."
1. Parties: Identification of the lender and borrower/company
2. Background: Details of existing loan arrangement and reason for conversion
3. Definitions: Key terms used throughout the agreement
4. Conversion Terms: Specifics of how the loan will be converted to equity
5. Conversion Price: Methodology for determining share price and number of shares
6. Conditions Precedent: Requirements to be met before conversion can occur
7. Completion Mechanics: Process and timing for executing the conversion
8. Representations and Warranties: Statements of fact by both parties
9. Governing Law: Specification of Singapore law as governing law
1. Anti-dilution Provisions: Protection against future share dilution - include when requested by converting lender
2. Board Representation: Rights to appoint directors - include for significant equity conversions
3. Tag-along Rights: Right to join in sale of shares - include for minority shareholder protection
4. Drag-along Rights: Right to force minority shareholders to join in sale - include for majority shareholder protection
1. Existing Loan Agreement: Copy of the original loan agreement being converted
2. Conversion Calculation: Detailed calculation of shares to be issued
3. Form of Share Certificate: Template of share certificate to be issued
4. Shareholders' Agreement: New or amended shareholders' agreement post-conversion
5. Corporate Authorizations: Board and shareholder resolutions approving conversion
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