The Promissory Note Convertible To Equity is commonly used in the Malaysian startup and growth company ecosystem as a bridge financing tool. It offers companies a way to secure immediate funding while deferring equity valuation discussions to a later date. This document type is particularly relevant when companies are between formal funding rounds or need quick access to capital without establishing a firm valuation. The instrument, governed by Malaysian law, provides flexibility for both investors and companies while ensuring compliance with local regulatory requirements, including the Companies Act 2016 and Capital Markets and Services Act 2007. It typically includes detailed terms for conversion triggers, price calculations, investor rights, and procedures for executing the conversion, making it suitable for early-stage investments and bridge financing scenarios.
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1. Parties: Identification of the Issuer (company) and the Noteholder (lender)
2. Background: Context of the note issuance and relationship between parties
3. Definitions: Key terms used throughout the document, including conversion price, maturity date, qualified financing, etc.
4. Principal Amount and Interest: Details of the loan amount, interest rate, and calculation method
5. Maturity Date: Specification of when the note becomes due and payable
6. Conversion Rights: Terms and conditions under which the note may be converted to equity
7. Conversion Price and Mechanics: Detailed mechanism for calculating conversion price and process for executing conversion
8. Representations and Warranties: Standard declarations by both parties regarding their capacity and authority
9. Events of Default: Circumstances constituting default and consequences thereof
10. Notices: Process for formal communications between parties
11. Governing Law and Jurisdiction: Specification of Malaysian law as governing law and jurisdiction
1. Security: Include if the note is to be secured against specific assets
2. Pre-emptive Rights: Include if noteholder is to have rights in future funding rounds
3. Board Observation Rights: Include if noteholder is to have rights to attend board meetings
4. Information Rights: Include if noteholder is to receive specific company information/reports
5. Most Favored Nation Provision: Include if the note should adjust to match better terms given to future noteholders
6. Change of Control Provisions: Include specific provisions for company sale scenarios
7. Anti-dilution Protection: Include if specific protection against dilution is required
1. Schedule 1 - Form of Conversion Notice: Template notice for exercising conversion rights
2. Schedule 2 - Calculation of Conversion Price: Detailed formulae and examples for conversion price calculation
3. Schedule 3 - Company Cap Table: Current capitalization table of the company
4. Schedule 4 - Key Terms of Resulting Shares: Rights and restrictions attached to shares post-conversion
5. Appendix A - Corporate Authorizations: Copies of relevant board and shareholder resolutions
6. Appendix B - Disclosure Schedule: Company disclosures against representations and warranties
Relevant legal definitions
Clauses
Relevant Industries
Technology
E-commerce
Financial Services
Healthcare
Manufacturing
Renewable Energy
Software Development
Biotechnology
Consumer Services
Education Technology
Digital Media
Agricultural Technology
Relevant Teams
Legal
Finance
Executive Leadership
Corporate Secretarial
Compliance
Investment
Treasury
Corporate Development
Risk Management
Board of Directors
Relevant Roles
Chief Executive Officer
Chief Financial Officer
Investment Manager
Legal Counsel
Corporate Secretary
Finance Director
Venture Capital Associate
Investment Analyst
Startup Founder
Managing Director
Corporate Lawyer
Business Development Manager
Financial Controller
Company Director
Compliance Officer
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