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Redeemable Preference Share Agreement
"Need a Redeemable Preference Share Agreement for our Singapore fintech startup issuing Series B preference shares worth SGD 5 million, with redemption rights exercisable after March 2025 and a 6% annual dividend rate."
1. Parties: Identification of the company and preference shareholders
2. Background: Context of the preference share issuance and company structure
3. Definitions: Key terms used throughout the agreement
4. Share Terms: Core terms including nominal value, dividend rights, and voting rights
5. Redemption Rights: Terms and conditions for share redemption including timing, price, and procedure
6. Priority Rights: Rights in relation to other share classes, including dividend and capital distribution priority
7. Transfer Restrictions: Limitations and conditions on transfer of preference shares
8. Representations and Warranties: Standard company and shareholder representations
9. Notices: Communication requirements and procedures
10. Governing Law and Jurisdiction: Singapore law provisions and jurisdiction for disputes
1. Conversion Rights: Optional terms for converting preference shares to ordinary shares
2. Anti-dilution Provisions: Protection mechanisms against share value dilution, typically included for larger investments
3. Tag-Along Rights: Rights allowing preference shareholders to join in sale of shares, relevant for minority protection
4. Information Rights: Rights to receive company financial and operational information
5. Board Representation: Rights to appoint directors to the company board
1. Share Certificate Template: Form of preference share certificate to be issued
2. Redemption Notice: Template notice for exercising redemption rights
3. Shareholder Details: List of preference shareholders and their respective holdings
4. Company Constitution Extracts: Relevant sections of company constitution relating to preference shares
5. Calculation of Redemption Price: Formula and examples for calculating redemption price
Authors
Articles of Association
Board
Business Day
Company
Completion
Completion Date
Constitution
Directors
Dividend
Dividend Rate
Encumbrance
Issue Date
Issue Price
Original Holder
Preference Dividend
Preference Shares
Preference Share Certificate
Redemption Date
Redemption Notice
Redemption Price
Redemption Rights
Register of Members
Regulatory Authority
Resolution
SGX
Share Capital
Shareholder
Shareholders' Agreement
Singapore
Singapore Dollars
SGD
Subscription Amount
Subscription Price
Transfer
Voting Rights
Working Day
Issue of Preference Shares
Share Certificate
Status and Ranking
Dividend Rights
Voting Rights
Redemption
Transfer Restrictions
Notices
Conversion Rights
Priority on Capital Distribution
Information Rights
Anti-dilution Protection
Pre-emption Rights
Drag-along Rights
Tag-along Rights
Board Representation
Exit Rights
Confidentiality
Governing Law and Jurisdiction
Variation of Rights
Assignment
Severability
Entire Agreement
Amendments
Waiver
Costs and Expenses
Counterparts
Further Assurance
Third Party Rights
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