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Private Equity Agreement Template for Singapore

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Key Requirements PROMPT example:

Private Equity Agreement

"I need a Private Equity Agreement under Singapore law for a Series B investment of $50M into a healthcare technology company, with specific provisions for board representation and a planned IPO exit in 2025."

Document background
A Private Equity Agreement is a fundamental document used when a private equity firm makes a significant investment in a target company. Under Singapore law, these agreements must comply with strict regulatory requirements, including the Securities and Futures Act and MAS guidelines. The document typically includes detailed provisions about investment structure, share rights, governance mechanisms, exit strategies, and various protective covenants. It's particularly crucial in establishing the relationship between investors and the target company while ensuring all parties' interests are protected within Singapore's legal framework.
Suggested Sections

1. Parties: Identification of all contracting parties including the PE firm, investors, and target company

2. Background: Context of the transaction and relationship between parties

3. Definitions: Key terms used throughout the agreement

4. Investment Terms: Details of investment amount, ownership structure, and valuation

5. Governance Rights: Board composition, voting rights, and management control

6. Representations and Warranties: Statements of fact and assurances from all parties

7. Covenants: Ongoing obligations and commitments of the parties

8. Exit Rights: Terms for liquidation, IPO, or sale of shares

9. Term and Termination: Duration of the agreement and conditions for termination

10. Miscellaneous: Standard boilerplate provisions including governing law, notices, and amendments

Optional Sections

1. Anti-dilution Provisions: Protection mechanisms against future down rounds and share dilution

2. Tag-Along Rights: Rights of minority shareholders to join in sale of shares by majority shareholders

3. Drag-Along Rights: Rights of majority shareholders to force minority shareholders to join in sale

4. Right of First Refusal: Priority rights to purchase shares before they can be sold to third parties

5. Information Rights: Rights of investors to receive financial and operational information

6. Pre-emptive Rights: Rights of existing shareholders to maintain their percentage ownership in future fundraising rounds

Suggested Schedules

1. Schedule 1 - Capitalization Table: Current and post-investment ownership structure of the company

2. Schedule 2 - Investment Schedule: Timeline and tranches of investment payments

3. Schedule 3 - Corporate Documents: List of relevant certificates, licenses, and corporate authorizations

4. Schedule 4 - Financial Statements: Historical and projected financial information of the company

5. Schedule 5 - Key Performance Indicators: Agreed metrics and targets for business performance

6. Schedule 6 - Reserved Matters: List of decisions requiring special approval from investors

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 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, investment products, and fund management activities. Includes licensing requirements for fund managers and disclosure obligations.

Companies Act: Governs corporate structure, governance, share issuance and transfer requirements, and directors' duties and responsibilities in Singapore.

Limited Partnerships Act: Regulates the formation and operation of limited partnerships, including rights and obligations of general and limited partners, particularly relevant if the PE fund is structured as a limited partnership.

MAS Guidelines: Regulatory guidelines issued by the Monetary Authority of Singapore covering licensing, registration, conduct of business for fund management companies, and anti-money laundering requirements.

Code of Corporate Governance: Sets out principles and guidelines for corporate governance, including board composition and responsibilities for Singapore companies.

Income Tax Act: Governs the tax treatment of PE investments and carried interest, including relevant tax implications and obligations.

Competition Act: Regulates market competition and includes merger control provisions relevant for PE acquisitions and investments.

Personal Data Protection Act: Establishes framework for data protection and privacy requirements, particularly relevant for handling investor information.

Singapore Contract Law: Common law principles governing contract formation, enforcement, and remedies for breach, fundamental to PE agreement structuring.

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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