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Preferred Equity Agreement Template for Belgium

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Key Requirements PROMPT example:

Preferred Equity Agreement

"I need a Preferred Equity Agreement for a Belgian technology startup raising 鈧5 million from venture capital investors, with 1x liquidation preference, anti-dilution protection, and board representation rights for the lead investor who will take a 25% stake."

Document background
The Preferred Equity Agreement is a crucial document used when a Belgian company seeks to raise capital by issuing shares with preferential rights and privileges to investors. This agreement, governed by Belgian law and specifically the Belgian Code of Companies and Associations, is commonly used in growth-stage companies or companies requiring significant capital investment. The document details all aspects of the preferred equity investment, including economic rights, governance rights, protective provisions, and exit mechanisms. It's particularly important as it must balance the interests of new investors seeking preferential treatment with existing shareholders' rights, all while ensuring compliance with Belgian corporate law requirements and financial regulations. The agreement typically involves detailed negotiations between parties and requires careful consideration of tax implications and corporate governance structures.
Suggested Sections

1. Parties: Identification of the Company, the Preferred Equity Investors, and any other relevant parties

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

3. Definitions: Defined terms used throughout the agreement

4. Subscription and Issuance: Terms of the preferred equity subscription, including number of shares, price, and payment terms

5. Preferred Rights: Detailed rights attached to preferred shares including dividend rights, liquidation preferences, and conversion rights

6. Anti-dilution Protection: Provisions protecting preferred shareholders from dilution through subsequent share issuances

7. Transfer Restrictions: Limitations on the transfer of preferred shares and related procedures

8. Corporate Governance: Board representation rights and voting rights of preferred shareholders

9. Information Rights: Rights of preferred shareholders to receive financial and other company information

10. Exit Rights: Provisions regarding company sale, IPO, or other exit events

11. Representations and Warranties: Company's representations and warranties to the preferred shareholders

12. Covenants: Ongoing obligations of the company and other parties

13. Events of Default: Circumstances constituting default and consequent remedies

14. Miscellaneous: Standard legal provisions including notices, amendments, governing law, and jurisdiction

Optional Sections

1. Tag-Along Rights: Include when minority shareholder protection is required, giving preferred shareholders the right to join in sales by majority shareholders

2. Drag-Along Rights: Include when majority shareholders need the ability to force minority shareholders to join in a company sale

3. Pre-emptive Rights: Include when preferred shareholders should have priority rights to participate in future funding rounds

4. Registration Rights: Include when there's potential for future IPO, giving preferred shareholders rights to register their shares

5. Employee Stock Options: Include when the company has or plans to implement an employee stock option plan

6. Strategic Investor Rights: Include for strategic investors requiring specific commercial or operational rights

7. Tax Provisions: Include detailed tax provisions when complex tax structures or international investors are involved

8. Compliance with Specific Regulations: Include when deal involves regulated industries or specific regulatory requirements

Suggested Schedules

1. Capitalization Table: Current and post-investment share capital structure

2. Subscription Details: Detailed breakdown of preferred shares being subscribed, including price calculations

3. Corporate Documents: Copies of relevant corporate authorizations and resolutions

4. Form of Shareholders' Resolution: Template for shareholder approval of preferred share issuance

5. Articles of Association Amendments: Required changes to company's articles to accommodate preferred shares

6. Financial Statements: Recent financial statements and projections

7. Management Accounts: Current management accounts and financial information

8. Disclosure Schedule: Exceptions to representations and warranties

9. Form of Share Certificate: Template for preferred share certificates

10. List of Key Employees: Details of key management and employees

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























































Clauses






































Relevant Industries

Technology and Software

Biotechnology

Real Estate

Manufacturing

Renewable Energy

Financial Services

Healthcare

E-commerce

Telecommunications

Infrastructure

Life Sciences

Clean Technology

Relevant Teams

Legal

Finance

Corporate Development

Executive Management

Investment

Compliance

Treasury

Corporate Secretariat

Tax

Risk Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Corporate Lawyer

Investment Manager

Private Equity Director

Venture Capital Partner

Corporate Secretary

Financial Controller

Board Member

Investment Banker

Legal Counsel

Managing Director

Finance Director

Compliance Officer

Corporate Development Manager

Industries








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, 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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