Equity Promissory Note Template for Australia

1. Security: Include when the note is secured by specific assets or guarantees

2. Subordination: Include when the note needs to be subordinated to other debt instruments

3. Registration Rights: Include when the converted equity requires specific registration rights

4. Board Observer Rights: Include when the note holder is granted board observation rights

5. Most Favored Nation: Include when the holder should benefit from better terms given to future note holders

6. Pre-emptive Rights: Include when the holder is granted rights to participate in future funding rounds

7. Tag-Along Rights: Include when the holder should have the right to join in any sale of shares

8. Confidentiality: Include when specific confidentiality provisions are required

1. Schedule 1 - Conversion Mechanics: Detailed procedures and calculations for equity conversion

2. Schedule 2 - Form of Conversion Notice: Template for the holder to exercise conversion rights

3. Schedule 3 - Cap Table: Current and post-conversion capitalization table

4. Schedule 4 - Security Details: Details of any security or collateral (if applicable)

5. Appendix A - Shareholders Agreement: Key terms of the shareholders agreement that will apply post-conversion

6. Appendix B - Certificate of Value and Terms: Formal certificate detailing the note's value and key terms