Simple Investment Agreement Template for Denmark

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Simple Investment Agreement

Document background
The Simple Investment Agreement is a fundamental legal document used in Danish business transactions when an investor seeks to acquire equity in a company through a straightforward investment process. This document is particularly suited for early-stage investments, angel investors, or situations where a full-scale shareholders' agreement may not be necessary. The agreement must comply with Danish corporate law, particularly the Danish Companies Act (Selskabsloven) and the Danish Contracts Act (Aftaleloven). It typically includes essential provisions such as investment terms, share issuance, basic investor rights, and company warranties, while remaining simpler and more streamlined than complex investment agreements. The document serves as a crucial tool for documenting the investment relationship while providing necessary legal protections for both the investor and the company.
Suggested Sections

1. Parties: Identification of the investor(s) and the company, including registration numbers and addresses

2. Background: Context of the investment, including brief company description and investment purpose

3. Definitions: Definitions of key terms used throughout the agreement

4. Investment Amount and Shares: Details of the investment amount, number and class of shares being issued, and price per share

5. Completion Mechanics: Steps for completing the investment, including payment terms and share issuance process

6. Company Warranties: Standard warranties about the company's legal status, financial position, and business operations

7. Investor Warranties: Basic warranties from the investor regarding capacity to invest and funds origin

8. Information Rights: Investor's rights to receive financial and operational information

9. Board Representation: Rights regarding board representation or observer rights, if any

10. Transfer Restrictions: Limitations on the transfer of shares

11. Confidentiality: Obligations regarding confidential information

12. Notices: Process for formal communications between parties

13. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for disputes

14. Miscellaneous: Standard boilerplate provisions including severability, entire agreement, and amendments

Optional Sections

1. Anti-dilution Protection: Protection against future down-rounds, used for larger or more sophisticated investments

2. Tag-Along Rights: Right to join in sale of shares by other shareholders, typically included for minority investor protection

3. Drag-Along Rights: Right to force other shareholders to join in a sale, usually included when investor takes significant stake

4. Veto Rights: Specific matters requiring investor approval, included for larger investments or strategic investors

5. Dividend Rights: Special provisions regarding dividend payments, if different from standard share class rights

6. Exit Rights: Specific provisions regarding future exit scenarios, included for larger investments

7. Founders' Commitments: Specific obligations for founders including non-compete and commitment periods, used when founders are key to business

8. Convertible Features: If the investment includes convertible elements, details of conversion mechanics

Suggested Schedules

1. Schedule 1: Cap Table: Pre and post-investment capitalization table showing all shareholders

2. Schedule 2: Company Information: Detailed company information including registration documents and corporate structure

3. Schedule 3: Warranties: Detailed list of company warranties

4. Schedule 4: Completion Requirements: Detailed list of conditions precedent and completion deliverables

5. Schedule 5: Articles of Association: New or amended articles of association reflecting the investment

6. Schedule 6: Business Plan: Company's business plan and use of investment proceeds

7. Schedule 7: Key Financial Information: Recent financial statements and key financial metrics

Authors

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Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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