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Convertible Agreement Regarding Equity Template for Belgium

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Key Requirements PROMPT example:

Convertible Agreement Regarding Equity

"I need a Belgian law Convertible Agreement Regarding Equity for a 鈧500,000 investment in my biotech startup, with a 20% discount rate and automatic conversion on a qualifying financing round of 鈧2 million or more."

Document background
The Convertible Agreement Regarding Equity (CARE) is a sophisticated financing instrument used in the Belgian market, particularly suitable for early-stage companies seeking growth capital. This document type provides a flexible funding mechanism that allows companies to receive immediate financing while deferring complex equity valuation discussions. The agreement is structured to comply with Belgian corporate law requirements and financial regulations, including the Belgian Companies and Associations Code and FSMA guidelines. It typically includes detailed provisions for conversion triggers, valuation mechanisms, and investor protections, making it particularly suitable for bridge financing rounds or when companies anticipate a larger equity financing in the near future. The document incorporates necessary safeguards for both investors and companies while maintaining compliance with Belgian and EU regulatory requirements.
Suggested Sections

1. Parties: Identification of the company and the investor(s), including their legal details and registered addresses

2. Background: Context of the investment and purpose of the agreement

3. Definitions: Key terms used throughout the agreement, including financial and technical terms specific to convertible instruments

4. Investment Amount: Specification of the investment amount and payment terms

5. Interest: Terms regarding any interest accruing on the investment amount

6. Conversion Rights: Detailed mechanisms and conditions for converting the investment into equity

7. Conversion Price: Formula and mechanisms for determining the share price upon conversion

8. Qualifying Financing: Definition and terms of qualifying financing events that trigger automatic conversion

9. Maturity Date: Terms regarding the maturity of the investment and related rights

10. Company Representations and Warranties: Standard company representations including authority, compliance, and disclosure

11. Investor Representations and Warranties: Standard investor representations including investment capacity and sophistication

12. Information Rights: Investor's rights to receive company information and financial statements

13. Transfer Restrictions: Limitations on the transfer of rights under the agreement

14. Notices: Process and requirements for formal communications between parties

15. Governing Law and Jurisdiction: Specification of Belgian law as governing law and jurisdiction for disputes

16. Execution: Signature blocks and execution requirements

Optional Sections

1. Most Favored Nation: Provision ensuring investor receives the benefit of more favorable terms granted to future investors - useful for early-stage investments

2. Pre-emptive Rights: Rights of the investor to participate in future funding rounds - include when negotiated with sophisticated investors

3. Board Observer Rights: Rights to attend board meetings as an observer - include for larger investments

4. Exit Rights: Specific rights in case of company sale or IPO - important for later-stage investments

5. Anti-dilution Protection: Protection against dilution in certain circumstances - include for larger or strategic investments

6. Confidentiality: Detailed confidentiality provisions - include when not covered by separate NDA

7. Tax Provisions: Specific tax-related provisions - include when there are complex tax implications

Suggested Schedules

1. Schedule 1 - Capitalization Table: Current capital structure of the company including all share classes and option pools

2. Schedule 2 - Form of Conversion Notice: Template notice for exercising conversion rights

3. Schedule 3 - Key Terms of Qualifying Financing: Detailed terms that constitute a qualifying financing event

4. Schedule 4 - Calculation of Conversion Price: Detailed formulas and examples of conversion price calculations

5. Schedule 5 - Company Information: Key company information including corporate documents and financial statements

6. Appendix A - Shareholders' Agreement Terms: Key terms to be included in shareholders' agreement upon conversion

7. Appendix B - Articles of Association Amendments: Required amendments to articles of association upon conversion

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions









































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Relevant Industries

Technology

Biotechnology

Life Sciences

Financial Services

E-commerce

Clean Technology

Software Development

Healthcare Technology

Digital Media

Renewable Energy

Professional Services

Manufacturing Innovation

Relevant Teams

Legal

Finance

Executive Leadership

Corporate Development

Investment

Compliance

Corporate Secretariat

Treasury

Business Development

Investor Relations

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Investment Manager

Legal Counsel

Corporate Lawyer

Investment Director

Startup Founder

Managing Director

Corporate Secretary

Finance Director

Venture Capital Partner

Business Development Director

Investment Analyst

Compliance Officer

General Counsel

Industries







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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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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