Convertible Agreement Regarding Equity Template for India

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Key Requirements PROMPT example:

Convertible Agreement Regarding Equity

"I need a Convertible Agreement Regarding Equity for my Bangalore-based software startup to receive INR 2 crore investment from a local angel investor, with a 20% discount rate and 18-month maturity period."

Document background
The Convertible Agreement Regarding Equity (CARE) is designed for early-stage funding scenarios in India where traditional equity valuation may be premature or challenging. This document is typically used when companies seek bridge financing or initial investment rounds, allowing them to defer complex valuation discussions while providing investors with the security of future equity conversion. The agreement incorporates essential elements required under Indian corporate law and securities regulations, including specific provisions for foreign investment if applicable. It outlines key terms such as investment amount, conversion mechanisms, valuation caps, and discount rates, while ensuring compliance with Indian regulatory requirements. This instrument is particularly valuable for startups and growing companies that need immediate capital injection while maintaining flexibility in their capitalization structure.
Suggested Sections

1. Parties: Identification of the Company and the Investor(s)

2. Background: Context of the investment and purpose of the agreement

3. Definitions: Key terms used throughout the agreement

4. Investment Amount: Details of the investment sum and payment terms

5. Conversion Mechanism: Terms and conditions for converting the investment into equity

6. Valuation Cap: Maximum valuation for conversion purposes

7. Discount Rate: Applicable discount on conversion during qualified financing

8. Qualified Financing: Definition and terms of qualifying financing event

9. Company Representations: Company's warranties and representations

10. Investor Representations: Investor's warranties and representations

11. Information Rights: Investor's rights to company information and reports

12. Most Favored Nation: Protection ensuring investor gets best terms offered to other investors

13. Termination: Conditions and process for agreement termination

14. Governing Law: Applicable law and jurisdiction

Optional Sections

1. Foreign Investment Compliance: Required when foreign investors are involved, covering FEMA compliance

2. Board Observer Rights: Optional rights for investor to attend board meetings

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

4. Tag-Along Rights: Right to join in sale of shares by other shareholders

5. Assignment and Transfer: Terms for transferring rights under the agreement

6. Anti-dilution Protection: Protection against dilution in certain circumstances

7. Confidentiality: Required when dealing with sensitive company information

Suggested Schedules

1. Schedule 1 - Company Details: Comprehensive company information including cap table

2. Schedule 2 - Investment Terms: Detailed investment terms including payment schedule

3. Schedule 3 - Conversion Calculations: Formulas and examples of conversion calculations

4. Schedule 4 - Shareholders' Agreement Terms: Key terms to be included in future shareholders' agreement

5. Schedule 5 - Company Warranties: Detailed list of company warranties

6. Appendix A - Board Resolutions: Copy of relevant board resolutions approving the agreement

7. Appendix B - KYC Documents: Required KYC documentation for all parties

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

E-commerce

Healthcare

Financial Services

Education Technology

Clean Technology

Biotechnology

Software as a Service

Manufacturing

Consumer Services

Artificial Intelligence

Renewable Energy

Retail Technology

Agricultural Technology

Relevant Teams

Legal

Finance

Corporate Development

Compliance

Executive Leadership

Investment

Company Secretarial

Business Development

Risk Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

Investment Manager

Venture Capital Associate

Corporate Lawyer

Investment Banker

Company Secretary

Legal Counsel

Finance Director

Startup Founder

Managing Director

Business Development Manager

Corporate Development Manager

Compliance Officer

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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