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Share Allotment Agreement
"Need a Share Allotment Agreement for our Singapore tech startup to issue 10,000 Series A Preferred Shares to an institutional investor, with completion planned for March 2025 and including tag-along rights for existing shareholders."
1. Parties: Details of the Company issuing shares and the Subscriber(s)
2. Background: Context of the share allotment, including company's current share structure and reason for allotment
3. Definitions: Key terms used throughout the agreement
4. Share Allotment Details: Number, class, and price of shares being allotted
5. Payment Terms: Terms and method of payment for the shares
6. Completion: Actions to be taken on completion, including issuance of share certificates
7. Representations and Warranties: Standard warranties from both company and subscriber
8. Governing Law: Singapore law provisions and jurisdiction
1. Pre-emption Rights: Rights of existing shareholders to purchase new shares before shares are offered to third parties
2. Transfer Restrictions: Restrictions on transfer of allotted shares and conditions for permitted transfers
3. Tag-Along Rights: Rights of minority shareholders to join in sale of shares on same terms as majority shareholders
4. Drag-Along Rights: Rights of majority shareholders to force minorities to join in sale of shares
1. Share Details Schedule: Detailed breakdown of share class, rights, and restrictions attached to the shares
2. Shareholders' Details: List of existing shareholders and their shareholdings pre and post allotment
3. Board Resolution: Copy of board resolution approving the share allotment
4. Form of Share Certificate: Template of share certificate to be issued upon completion
5. Completion Checklist: List of actions and documents required for completion of allotment
Authors
Allotment Date
Allotted Shares
Board
Business Day
Company
Company's Constitution
Completion
Completion Date
Conditions Precedent
Consideration
Directors
Encumbrance
Existing Shareholders
Governmental Authority
Issue Price
Laws
New Shares
Parties
Share Capital
Share Certificate
Shareholder
Shares
Singapore
Subscriber
Subscription Amount
Warranties
Working Day
Consideration
Payment Terms
Conditions Precedent
Completion
Representations and Warranties
Subscriber's Warranties
Company's Warranties
Pre-emption Rights
Transfer Restrictions
Share Rights and Restrictions
Further Assurance
Confidentiality
Notices
Assignment
Costs and Expenses
Severability
Entire Agreement
Variation
Waiver
Third Party Rights
Counterparts
Governing Law
Jurisdiction
Dispute Resolution
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