The Shareholder Promissory Note is a crucial document in Australian corporate finance, typically used when a company needs to formalize a debt obligation to one or more of its shareholders. This might arise from shareholders providing additional funding to the company, from the company's purchase of shares, or from other financial arrangements between the company and its shareholders. The document must comply with Australian corporate law, particularly the Corporations Act 2001 (Cth) and relevant ASIC regulations. It includes essential elements such as the principal amount, interest terms, payment schedule, security arrangements, and default provisions. The note may also include conversion rights, allowing the debt to be converted into equity under specified conditions. This document is particularly important for private companies and start-ups where shareholders often provide additional funding to support growth or operations.
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1. Parties: Identification of the company issuing the note (Maker) and the shareholder (Holder)
2. Background: Context of the promissory note issuance, including reference to relevant shareholder agreements or corporate resolutions
3. Definitions: Key terms used throughout the document
4. Promise to Pay: Core provision stating the principal amount, currency, and unconditional promise to pay
5. Interest Rate: Specification of interest rate, calculation method, and payment frequency
6. Payment Terms: Details of payment schedule, method of payment, and maturity date
7. Prepayment Rights: Terms and conditions for early repayment of the note
8. Events of Default: Circumstances constituting default and consequences
9. Security: Details of any security or collateral supporting the note
10. Assignment: Terms governing transfer or assignment of the note
11. Notices: Process for formal communications between parties
12. Governing Law: Specification of Australian law as governing law and jurisdiction
13. Execution: Signature blocks and execution requirements
1. Conversion Rights: Include when the note can be converted to equity shares, specifying conversion terms and process
2. Subordination: Include when the note needs to be subordinated to other company debt
3. Tax Provisions: Include specific tax-related terms when tax implications need to be addressed explicitly
4. Guarantees: Include when personal or corporate guarantees are provided
5. Share Charge: Include when existing shares are being used as security
6. Change of Control: Include provisions dealing with company ownership changes
7. Board Approval Rights: Include when certain corporate actions require noteholder approval
1. Payment Schedule: Detailed amortization schedule showing payment dates and amounts
2. Corporate Authorization: Copy of board resolution authorizing the note issuance
3. Security Details: Detailed description of any security or collateral
4. Existing Indebtedness: Schedule of company's existing debt obligations
5. Form of Transfer: Template for documenting any transfer of the note
6. Conversion Calculations: If applicable, detailed methodology for conversion calculations
Relevant legal definitions
Applicable Law
Business Day
Company
Default Event
Default Interest Rate
Default Notice
Dollars
Due Date
Effective Date
Event of Insolvency
Holder
Interest Payment Date
Interest Period
Interest Rate
Issue Date
Maker
Material Adverse Effect
Maturity Date
Note
Outstanding Amount
Payment Date
Permitted Security Interest
Principal Amount
Related Body Corporate
Relevant Interest
Security
Security Interest
Shareholder
Subsidiary
Tax
Transfer
Business Day
Company
Default Event
Default Interest Rate
Default Notice
Dollars
Due Date
Effective Date
Event of Insolvency
Holder
Interest Payment Date
Interest Period
Interest Rate
Issue Date
Maker
Material Adverse Effect
Maturity Date
Note
Outstanding Amount
Payment Date
Permitted Security Interest
Principal Amount
Related Body Corporate
Relevant Interest
Security
Security Interest
Shareholder
Subsidiary
Tax
Transfer
Clauses
Promise to Pay
Payment Terms
Interest
Security
Default
Acceleration
Representations and Warranties
Assignment
Transfer
Subordination
Conversion Rights
Notice
Amendment
Waiver
Set-Off
Expenses
Indemnification
Governing Law
Jurisdiction
Execution
Severability
Entire Agreement
Tax
Registration
Guarantees
Change of Control
Further Assurance
Counterparts
Payment Terms
Interest
Security
Default
Acceleration
Representations and Warranties
Assignment
Transfer
Subordination
Conversion Rights
Notice
Amendment
Waiver
Set-Off
Expenses
Indemnification
Governing Law
Jurisdiction
Execution
Severability
Entire Agreement
Tax
Registration
Guarantees
Change of Control
Further Assurance
Counterparts
Relevant Industries
Financial Services
Professional Services
Technology
Real Estate
Manufacturing
Mining
Healthcare
Retail
Agriculture
Construction
Energy
Telecommunications
Relevant Teams
Legal
Finance
Treasury
Corporate Governance
Compliance
Risk Management
Executive Leadership
Board of Directors
Corporate Secretariat
Investment
Relevant Roles
Chief Financial Officer
Financial Controller
Company Secretary
Corporate Lawyer
Legal Counsel
Finance Director
Treasury Manager
Chief Executive Officer
Corporate Finance Manager
Risk Manager
Compliance Officer
Board Director
Investment Manager
Financial Analyst
Corporate Governance Officer
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