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Shareholder Subscription Agreement
"I need a Shareholder Subscription Agreement for my Singapore tech startup to issue Series A preferred shares to three venture capital investors, with standard pre-emptive rights and anti-dilution provisions, to be completed by March 2025."
1. Parties: Identifies all parties to the agreement including the company and subscribers
2. Background: Sets out the context and purpose of the subscription agreement
3. Definitions and Interpretation: Defines key terms and interpretation rules used throughout the agreement
4. Subscription of Shares: Details of shares being subscribed, including number, class, and price
5. Completion: Timing and mechanics of the subscription completion
6. Representations and Warranties: Statements of fact and assurances from both company and subscribers
7. Covenants: Ongoing obligations of the parties
1. Pre-emption Rights: Rights of existing shareholders to purchase new shares before they can be offered to third parties
2. Tag-Along Rights: Rights of minority shareholders to join in sale of shares when majority shareholders sell their stakes
3. Drag-Along Rights: Rights of majority shareholders to force minority shareholders to join in the sale of the company
1. Share Capital Structure: Details of existing and post-subscription share capital structure
2. Form of Share Certificate: Template of share certificate to be issued
3. Completion Requirements: List of documents and actions required for completion
4. Warranties: Detailed list of warranties given by the company
5. Deed of Adherence: Form of deed for subscribers to adhere to existing shareholders' agreement
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