The Convertible Loan Agreement is commonly used in Singapore's startup ecosystem as a bridge financing instrument. It allows companies to secure immediate funding while deferring equity valuation discussions to a later date. Under Singapore law, these agreements must comply with specific regulatory requirements, including those set by the Monetary Authority of Singapore and the Securities and Futures Act. The document typically includes detailed provisions on conversion triggers, interest rates, repayment terms, and shareholder rights upon conversion.
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Key Requirements PROMPT example:
Convertible Loan Agreement
"I need a Convertible Loan Agreement for a Singapore tech startup receiving SGD 500,000 from a venture capital firm, with a 2% monthly interest rate and automatic conversion upon a Series A funding round, including board observer rights for the investor."
1. Parties: Identification of lender and borrower with full legal details
2. Background: Context of the loan and purpose
3. Definitions: Key terms used throughout the agreement
4. Loan Amount and Disbursement: Specification of loan amount and disbursement terms
5. Interest: Interest rate and calculation method
6. Conversion Rights: Terms and conditions for converting loan to equity
7. Repayment Terms: Schedule and methods of repayment
8. Events of Default: Circumstances constituting default
9. Representations and Warranties: Standard assurances from both parties
1. Security: Details of any collateral - include when loan is secured
2. Information Rights: Lender's rights to company information - include for sophisticated investors
3. Board Observer Rights: Rights to attend board meetings - include for strategic investors
1. Conversion Mechanics: Detailed procedures for conversion process
2. Repayment Schedule: Detailed payment timeline
3. Form of Conversion Notice: Template for exercising conversion rights
4. Cap Table: Current and post-conversion shareholding structure
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