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Short Form Subscription Agreement

Short Form Subscription Agreement Template for Pakistan

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Key Requirements PROMPT example:

Short Form Subscription Agreement

"I need a Short Form Subscription Agreement for my Pakistani technology startup to issue 1,000 ordinary shares to a local angel investor, with completion scheduled for March 2025 and including basic pre-emptive rights."

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Document background
The Short Form Subscription Agreement is commonly used in Pakistan when a company wishes to issue new shares to investors in a straightforward transaction. It is particularly suitable for private companies seeking to raise capital through share issuance where complex shareholder arrangements are not required. The document complies with Pakistani corporate law, particularly the Companies Act 2017, Securities Act 2015, and relevant regulations of the Securities and Exchange Commission of Pakistan. This agreement type is typically used for smaller investments or where parties prefer a more streamlined approach compared to a full investment agreement. It includes essential provisions for share subscription, payment terms, completion mechanics, and basic warranties, while remaining adaptable to various business sectors and investment scenarios. The document serves as a crucial tool for documenting share issuance terms while ensuring legal compliance and protecting both issuer and subscriber interests.
Suggested Sections

1. Parties: Identification of the Company and the Subscriber(s), including their full legal names, registration details, and addresses

2. Background: Brief context about the company, its share capital, and the purpose of the subscription

3. Definitions: Key terms used throughout the agreement

4. Subscription: Details of shares being subscribed for, including number, class, and price per share

5. Payment Terms: Timing and method of payment for the subscribed shares

6. Completion: Mechanics and timing of the subscription completion, including conditions precedent

7. Company's Obligations: Company's commitments regarding share issuance and registration

8. Subscriber's Warranties: Basic representations and warranties from the subscriber

9. Company's Warranties: Essential representations about the company's status and share capital

10. Notices: Process for formal communications between parties

11. Governing Law and Jurisdiction: Specification of Pakistani law as governing law and jurisdiction for disputes

12. Execution: Signature blocks and execution formalities

Optional Sections

1. Tag-Along Rights: Include when minority shareholder protection is required, giving right to join in sale of shares

2. Pre-emptive Rights: Include when existing shareholders should have first right to purchase future share issuances

3. Board Appointment Rights: Include when subscriber is to have board representation rights

4. Regulatory Approvals: Include when transaction requires specific regulatory clearances

5. Foreign Investment Provisions: Include when subscriber is a foreign investor, addressing exchange control requirements

6. Confidentiality: Include when specific confidentiality obligations are needed beyond standard implied duties

Suggested Schedules

1. Share Capital Structure: Details of the company's existing share capital and shareholding pattern

2. Subscription Details: Detailed breakdown of shares being subscribed, including price calculation

3. Completion Requirements: Checklist of documents and actions required for completion

4. Company Information: Key corporate information including directors, registered office, and registration details

5. Form of Share Certificate: Template of share certificate to be issued

6. Required Corporate Resolutions: Forms of board and shareholder resolutions required for the subscription

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant Industries

Technology

Manufacturing

Financial Services

Real Estate

Healthcare

Retail

Professional Services

Energy

Telecommunications

Agriculture

Education

E-commerce

Relevant Teams

Legal

Finance

Corporate Development

Compliance

Corporate Secretariat

Investment

Board of Directors

Executive Management

Treasury

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Corporate Lawyer

Legal Counsel

Company Secretary

Investment Manager

Corporate Finance Manager

Business Development Director

Finance Director

Compliance Officer

Board Director

Investment Analyst

Corporate Development Manager

Financial Controller

Industries
Contract Act 1872: Primary legislation governing contract formation, validity, and enforcement in Pakistan. Covers essential elements of a valid contract including offer, acceptance, consideration, and capacity to contract.
Companies Act 2017: Regulates company formation, share issuance, and corporate governance. Provides framework for share subscription, allotment procedures, and shareholder rights.
Securities Act 2015: Governs securities offering and trading. Relevant for share subscription agreements, especially if dealing with public companies or regulated securities.
Electronic Transactions Ordinance 2002: Provides legal framework for electronic documentation and signatures if the subscription agreement will be executed electronically.
Stamp Act 1899: Requires certain legal documents to be properly stamped to be admissible as evidence. Subscription agreements typically require proper stamping under Pakistani law.
Foreign Exchange Regulation Act 1947: Relevant if the subscription agreement involves foreign investors or cross-border transactions. Regulates foreign exchange and investment aspects.
Income Tax Ordinance 2001: Contains provisions regarding taxation of share transfers, capital gains, and documentation requirements for tax purposes.
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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