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Simple Equity Investment Agreement
"I need a Simple Equity Investment Agreement for a Saudi tech startup receiving a 5 million SAR investment from a foreign institutional investor in March 2025, with specific provisions for board representation and anti-dilution protection."
1. Parties: Identification of the investor(s) and the company, including full legal names, commercial registration numbers, and authorized representatives
2. Background: Context of the investment, brief description of the company's business, and purpose of the investment
3. Definitions: Key terms used throughout the agreement, including specific Saudi legal and regulatory terms
4. Investment Terms: Details of the investment amount, number of shares, price per share, and payment terms
5. Closing Conditions: Prerequisites for completing the investment, including regulatory approvals and corporate authorizations
6. Representations and Warranties: Standard statements by both parties regarding their capacity, authority, and compliance with Saudi law
7. Company Covenants: Ongoing obligations of the company regarding business operations and investor rights
8. Shareholder Rights: Voting rights, dividend rights, and other shareholder privileges under Saudi Companies Law
9. Regulatory Compliance: Commitments regarding compliance with Saudi laws, including Companies Law and Sharia principles
10. Confidentiality: Obligations regarding non-disclosure of confidential information
11. Governing Law and Jurisdiction: Confirmation of Saudi law as governing law and jurisdiction of Saudi courts
12. Execution: Signature blocks and execution requirements compliant with Saudi law
1. Board Representation: Include when the investment size warrants board representation rights
2. Tag-Along Rights: Include for minority investor protection in case of majority stake sale
3. Anti-dilution Protection: Include when protecting against future down rounds
4. Conversion Rights: Include if the investment involves preferred shares convertible to common shares
5. Exit Rights: Include specific provisions for IPO or sale scenarios
6. Shariah Compliance Declaration: Include when explicitly required by the investor or company policy
7. Foreign Investment Provisions: Include when the investor is non-Saudi to address SAGIA requirements
1. Schedule 1 - Company Information: Detailed company information including corporate structure, capitalization table, and regulatory licenses
2. Schedule 2 - Investment Details: Detailed breakdown of the investment structure, share calculations, and valuation metrics
3. Schedule 3 - Closing Checklist: List of required documents and actions for closing
4. Schedule 4 - Corporate Resolutions: Forms of required corporate approvals and shareholder resolutions
5. Schedule 5 - Disclosure Schedule: Company disclosures against representations and warranties
6. Appendix A - Share Certificate Form: Template for new share certificates to be issued
7. Appendix B - Articles Amendments: Required amendments to the company's Articles of Association
8. Appendix C - Regulatory Forms: Required forms for Ministry of Commerce and Investment registration
Authors
Technology
Real Estate
Manufacturing
Healthcare
Education
Retail
Financial Services
Transportation
Energy
Construction
Agriculture
Professional Services
Hospitality
E-commerce
Legal
Finance
Corporate Development
Investment
Compliance
Executive Leadership
Board Secretariat
Corporate Governance
Shareholder Relations
Risk Management
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Investment Director
Corporate Lawyer
Legal Counsel
Investment Manager
Business Development Director
Company Secretary
Compliance Officer
Board Member
Managing Director
Finance Director
Corporate Development Manager
Shareholder Relations Manager
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