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Investment Commitment Agreement for Singapore

Investment Commitment Agreement Template for Singapore

An Investment Commitment Agreement under Singapore law is a legally binding document that formalizes an investor's commitment to provide specified funding to a target entity. The agreement outlines the terms, conditions, and timeline of the investment, including any conditions precedent that must be met before funding. It incorporates Singapore's robust financial regulatory framework, including compliance with Securities and Futures Act requirements and MAS guidelines.

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What is a Investment Commitment Agreement?

The Investment Commitment Agreement is a crucial document in Singapore's investment landscape, used when investors are ready to formalize their commitment to funding but require certain conditions to be met before the actual investment takes place. This agreement typically includes detailed terms about investment amount, timing, conditions precedent, and investor rights, while ensuring compliance with Singapore's regulatory framework. It serves as a bridge between initial investment discussions and the final investment documentation, providing certainty to all parties while maintaining flexibility through clearly defined conditions.

What sections should be included in a Investment Commitment Agreement?

1. Parties: Identifies and defines all parties to the agreement

2. Background: Sets out the context and purpose of the investment commitment

3. Definitions: Defines key terms used throughout the agreement

4. Investment Amount: Specifies the committed investment amount and payment terms

5. Investment Terms: Details the conditions and structure of the investment

6. Representations and Warranties: Statements of fact and assurances from both parties

7. Conditions Precedent: Conditions that must be satisfied before investment completion

8. Completion: Process and requirements for completing the investment

9. Termination: Circumstances and process for terminating the agreement

10. Confidentiality: Obligations regarding confidential information

11. Governing Law and Jurisdiction: Specifies Singapore law as governing law and jurisdiction for disputes

What sections are optional to include in a Investment Commitment Agreement?

1. Anti-dilution Rights: Protects investor's ownership percentage in case of future share issuances

2. Tag-Along Rights: Gives investor right to join in sale of shares by other shareholders

3. Board Representation: Details investor's rights to board appointment and observer rights

4. Information Rights: Specifies investor's rights to receive company information and reports

5. Pre-emptive Rights: Rights to participate in future funding rounds

What schedules should be included in a Investment Commitment Agreement?

1. Investment Schedule: Detailed breakdown of investment tranches and timing

2. Conditions Precedent Checklist: List of all conditions to be satisfied before completion

3. Form of Shareholders Agreement: Draft of shareholders agreement to be executed upon completion

4. Corporate Information: Company details, shareholding structure, and corporate documents

5. Financial Statements: Recent financial statements and projections of the company

6. Compliance Checklist: List of regulatory requirements and compliance matters

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

Jurisdiction

Singapore

Cost

Free to use

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