The Business Investment Contract is a crucial document used when external investors provide capital to Singapore-based businesses. It serves as the primary agreement governing the investment relationship, outlining critical terms such as investment amount, shareholding structure, investor rights, and protection mechanisms. This document must comply with Singapore's robust regulatory framework, including the Companies Act and Securities and Futures Act, while providing clear guidelines for both parties' obligations and rights. It's particularly important for establishing governance structures, exit mechanisms, and ensuring proper risk allocation between investors and the receiving company.
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Key Requirements PROMPT example:
Business Investment Contract
"Need a Business Investment Contract for a Series A investment of SGD 5 million into our Singapore-based healthcare technology startup, with specific provisions for board seats and anti-dilution protection, to be completed by March 2025."
1. Parties: Details of the investing and receiving parties, including registration numbers and addresses
2. Background: Context of the investment and brief description of the business opportunity
3. Definitions: Key terms used throughout the agreement
4. Investment Terms: Amount, form, and structure of the investment
5. Conditions Precedent: Conditions that must be met before the investment becomes effective
6. Representations and Warranties: Statements of fact and assurances from both parties
7. Rights and Obligations: Specific rights and duties of each party
8. Governing Law and Jurisdiction: Confirmation of Singapore law and courts' jurisdiction
1. Board Representation: Terms for investor representation on the company board when investor requires board participation rights
2. Anti-dilution Protection: Provisions protecting investor's equity percentage, typically included for significant equity investments
3. Tag-Along Rights: Right to join in sale of shares by other shareholders, included for minority investor protection
4. Drag-Along Rights: Right to force other shareholders to join in sale, included for majority investor control
1. Business Plan: Detailed business strategy and financial projections
2. Capitalization Table: Current and post-investment shareholding structure
3. Due Diligence Findings: Summary of key due diligence findings
4. Corporate Documents: Relevant corporate authorizations and resolutions
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