Advanced Subscription Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Advanced Subscription Agreement

"I need an Advanced Subscription Agreement for a Hong Kong fintech startup receiving a $500,000 investment from a single investor, with a 20% discount on the next funding round and a valuation cap of $5 million."

Document background
The Advanced Subscription Agreement is primarily used in Hong Kong's dynamic startup ecosystem when companies seek to raise capital efficiently while deferring complex valuation discussions. This document type emerged as an alternative to convertible notes, particularly suitable for jurisdictions like Hong Kong where debt instruments may face regulatory constraints. The ASA provides a framework for investors to commit funds immediately while receiving rights to future equity, typically at a discount to the next funding round or based on a valuation cap. The agreement includes essential provisions for subscription mechanics, conversion rights, investor protections, and information rights, all structured to comply with Hong Kong's legal and regulatory requirements. It's particularly valuable in situations where determining an immediate company valuation is challenging or when parties wish to expedite the investment process while maintaining flexibility for future funding rounds.
Suggested Sections

1. Parties: Identification of the company, the investor(s), and any other relevant parties to the agreement

2. Background: Context of the investment, including company status and purpose of the advanced subscription

3. Definitions and Interpretation: Definitions of key terms and interpretation rules used throughout the agreement

4. Subscription and Payment Terms: Details of the investment amount, payment mechanics, and timeline

5. Conditions Precedent: Conditions that must be satisfied before the investment is made

6. Conversion Mechanics: Rules and formula for converting the investment into shares, including timing and pricing mechanisms

7. Company Warranties: Standard warranties about the company's status, operations, and authority

8. Investor Warranties: Warranties from the investor regarding authority, funds source, and investment sophistication

9. Information Rights: Investor's rights to receive company information and financial reports

10. Pre-emption Rights: Rights of first refusal on future share issues

11. Confidentiality: Obligations regarding confidential information

12. Notices: Process for formal communications between parties

13. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and assignment

Optional Sections

1. Most Favored Nation: Ensures investor gets best terms offered to future investors - include for sophisticated investors

2. Anti-dilution Protection: Protects investor from dilution in down rounds - include for larger investments

3. Board Appointment Rights: Rights to appoint board members - include for strategic investors

4. Drag and Tag Rights: Rights in case of company sale - include for significant investments

5. Founder Commitments: Specific obligations of founders - include when founders are key to business

6. KPI Targets: Performance targets affecting conversion terms - include for milestone-based investments

7. Foreign Investment Provisions: Special provisions for foreign investors - include when applicable

Suggested Schedules

1. Schedule 1: Company Information: Detailed company information including cap table and corporate structure

2. Schedule 2: Subscription Details: Detailed breakdown of investment amount, milestones, and payment schedule

3. Schedule 3: Conversion Terms: Detailed conversion mechanics, valuation caps, and discount rates

4. Schedule 4: Warranties: Full list of company warranties

5. Schedule 5: Deed of Adherence: Form for future investors to join the agreement

6. Appendix A: Capitalization Table: Current and projected cap table showing ownership structure

7. Appendix B: Business Plan: Company's business plan and financial projections

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Technology

Fintech

Biotech

E-commerce

Software

Healthcare

Clean Energy

Digital Media

Consumer Products

Educational Technology

Manufacturing

Professional Services

Real Estate Technology

Artificial Intelligence

Blockchain

Relevant Teams

Legal

Finance

Corporate Development

Executive Leadership

Investment

Company Secretarial

Business Development

Compliance

Corporate Governance

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Corporate Lawyer

Investment Manager

Venture Capital Partner

Company Secretary

Finance Director

Business Development Director

Startup Founder

Managing Director

Investment Analyst

Corporate Development Manager

Legal Counsel

Board Director

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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