Loan Conversion To Equity Agreement for Switzerland

Loan Conversion To Equity Agreement Template for Switzerland

A Swiss law-governed Loan Conversion to Equity Agreement is a legally binding document that establishes the terms and conditions under which an existing loan will be converted into equity shares in the borrower company. The agreement must comply with Swiss corporate law requirements, particularly the Swiss Code of Obligations, and includes detailed provisions on conversion mechanics, share valuation, corporate approvals, and post-conversion shareholder rights. It addresses tax implications under Swiss law and typically includes necessary safeguards for both the converting lender and the issuing company.

Your data doesn't train Genie's AI

You keep IP ownership of your information

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Download a Standard Template

4.6 / 5
4.8 / 5
Access for free
OR

Alternatively: Run an advanced review of an existing
Loan Conversion To Equity Agreement

Let Genie AI's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
Upload your Doc

What is a Loan Conversion To Equity Agreement?

The Loan Conversion To Equity Agreement is commonly used in Swiss business practice when companies seek to strengthen their balance sheet, reduce debt obligations, or provide lenders with potential upside in the company's growth. This document is particularly relevant in startup funding rounds, corporate restructuring, or when strategic investors wish to become shareholders. The agreement must comply with Swiss corporate law requirements, including those related to share capital increases and shareholder approvals. It typically includes detailed provisions on conversion triggers, valuation mechanisms, and post-conversion rights. The document is especially important in scenarios where debt-to-equity conversion is used as a growth financing tool or in financial restructuring situations. Under Swiss law, careful attention must be paid to corporate governance requirements, shareholder approval processes, and tax implications of the conversion.

What sections should be included in a Loan Conversion To Equity Agreement?

1. Parties: Identification of the Lender and the Company (Borrower), including full legal names, registration details, and addresses

2. Background: Details of the original loan agreement, current status, and the parties' intention to establish a framework for conversion of the loan to equity

3. Definitions: Definitions of key terms used throughout the agreement, including 'Conversion', 'Conversion Price', 'Conversion Shares', 'Loan Amount', etc.

4. Loan Status: Confirmation of the current loan amount, interest accrued, and any other outstanding amounts to be converted

5. Conversion Terms: Detailed terms of the conversion, including conversion price, number of shares to be issued, and class of shares

6. Conversion Mechanics: Step-by-step process for executing the conversion, including timing, notices, and documentation requirements

7. Conditions Precedent: Conditions that must be satisfied before the conversion can take place, including corporate approvals and regulatory clearances

8. Representations and Warranties: Standard representations and warranties from both parties, including company's authority to issue shares and lender's authority to accept them

9. Corporate Governance: Provisions relating to shareholder rights post-conversion, including any board representation or voting rights

10. Tax Provisions: Allocation of responsibility for any taxes arising from the conversion

11. Governing Law and Jurisdiction: Specification of Swiss law as governing law and jurisdiction for dispute resolution

12. Miscellaneous: Standard boilerplate provisions including notices, amendments, and severability

What sections are optional to include in a Loan Conversion To Equity Agreement?

1. Anti-dilution Protection: Protection mechanisms for the converting lender against future share dilution, used when negotiated as part of the conversion terms

2. Tag-Along Rights: Rights allowing the new shareholder to join in any future sale of shares by major shareholders, included when converting lender requires minority shareholder protection

3. Pre-emptive Rights: Rights giving the new shareholder priority in subscribing to future share issues, included when agreed as part of conversion terms

4. Information Rights: Rights of the new shareholder to receive company information, included when converting lender requires ongoing access to company information

5. Security Release: Provisions for releasing any security associated with the original loan, included when the original loan was secured

6. Interest Treatment: Special provisions for handling accrued interest, included when parties agree to specific treatment of interest upon conversion

What schedules should be included in a Loan Conversion To Equity Agreement?

1. Original Loan Agreement: Copy or key terms of the original loan agreement being converted

2. Conversion Calculation: Detailed calculation showing how the loan amount converts to shares, including any adjustments or formulas

3. Form of Conversion Notice: Template notice to be used when initiating the conversion process

4. Updated Shareholders' Agreement: New or amended shareholders' agreement reflecting the converted lender's rights as shareholder

5. Corporate Approvals: Copies of required board and shareholder resolutions approving the conversion

6. Share Certificate Template: Form of share certificate to be issued upon conversion

7. Cap Table: Pre and post-conversion capitalization table showing shareholding structure

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

Jurisdiction

Switzerland

Publisher

Genie AI

Document Type

Loan Agreement

Sector

Banking

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Technology and Startups

Financial Services

Manufacturing

Real Estate

Healthcare and Biotech

Renewable Energy

E-commerce

Professional Services

Media and Entertainment

Telecommunications

Infrastructure

Research and Development

Relevant Teams

Legal

Finance

Corporate Development

Treasury

Tax

Compliance

Board of Directors

Company Secretariat

Risk Management

Corporate Finance

Investor Relations

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

General Counsel

Corporate Lawyer

Investment Manager

Finance Director

Company Secretary

Board Member

Managing Director

Corporate Finance Manager

Treasury Manager

Financial Controller

Investment Analyst

Legal Counsel

Tax Manager

Compliance Officer

Industries
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

Find the exact document you need

Personal Loan Contract Between Family

Swiss-law governed agreement formalizing loan arrangements between family members, including terms for amount, repayment, and interest.

find out more

Legally Binding Loan Agreement

Swiss law-governed loan agreement establishing terms and conditions for lending arrangements, including loan amount, interest, repayment terms, and party obligations.

find out more

Simple Shareholder Loan Agreement

A Swiss-law governed agreement documenting the terms of a loan from a shareholder to their company, including key commercial terms and compliance requirements.

find out more

Employer Loan To Employee Agreement

A Swiss law-governed agreement establishing terms for an employer-provided loan to an employee, including loan amount, repayment terms, and employment-related provisions.

find out more

Unsecured Personal Loan Agreement

Swiss law-governed agreement for unsecured personal lending, compliant with Swiss Code of Obligations and Consumer Credit Act requirements.

find out more

Term Loan Facility Agreement

Swiss law-governed agreement establishing terms and conditions for a term loan facility, including loan amount, interest, repayment, and security arrangements.

find out more

Personal Loan Letter

A Swiss-law governed Personal Loan Letter documenting terms and conditions of a personal loan, including amount, interest, and repayment terms.

find out more

Family Member Promissory Note

A Swiss-law governed promissory note documenting loan arrangements between family members, incorporating specific provisions for familial financial arrangements and Swiss legal requirements.

find out more

Loan Agreement Between Family Members

Swiss law-governed loan agreement template for structured lending arrangements between family members, incorporating key Swiss legal requirements and family law considerations.

find out more

Facility Loan Agreement

Swiss law-governed agreement establishing terms and conditions for providing loan facilities, including key lending terms, security arrangements, and regulatory compliance requirements.

find out more

Overagreement

A Swiss law framework agreement establishing master terms for ongoing business relationships and future transactions.

find out more

Loan Note Register

A Swiss law-governed register documenting the ownership and transfer of loan notes, serving as the official record under Swiss securities regulations.

find out more

Litigation Financing Agreement

Swiss law-governed agreement establishing terms for third-party litigation funding, including funding scope, returns, and control mechanisms.

find out more

Inter Corporate Loan Agreement

A Swiss law-governed agreement establishing terms for corporate-to-corporate lending, structured under Swiss Code of Obligations and financial regulations.

find out more

House Loan Contract

A Swiss law-governed agreement between a lender and borrower for residential property financing, detailing loan terms, security arrangements, and obligations under Swiss banking regulations.

find out more

Money Lending Form

A Swiss-law governed agreement establishing terms and conditions for lending money, compliant with Swiss banking and financial regulations.

find out more

Subordinated Loan Agreement

A Swiss law financing agreement documenting a subordinated loan arrangement where the lender's claims rank behind senior creditors, incorporating specific Swiss legal and regulatory requirements.

find out more

Promise Note

A Swiss law-governed formal instrument containing an unconditional promise to pay a specified sum of money to a designated party at a future date.

find out more

Interest Loan Agreement

A Swiss law-governed agreement establishing terms for an interest-bearing loan, including loan amount, interest rates, and repayment conditions.

find out more

Personal Loan Between Friends Contract

A Swiss law-governed agreement formalizing a personal loan arrangement between friends, including loan terms, repayment conditions, and parties' obligations.

find out more

Contract For Land Purchase

Swiss law-governed agreement for land transfer, requiring notarization and land registry registration, detailing property specifications, price, and transfer conditions.

find out more

Loan Participation Agreement

Swiss law-governed agreement establishing terms for a financial institution's participation in a loan made by another lender, including payment mechanics and risk allocation.

find out more

Investment Loan Contract

A Swiss law-governed agreement establishing terms for providing and managing investment-focused loan facilities, incorporating key Swiss regulatory requirements and investment criteria.

find out more

Facility Agreement

A Swiss law-governed agreement establishing terms and conditions for providing financial facilities, incorporating Swiss legal requirements and international lending practices.

find out more

Small Business Loan Contract

Swiss law-governed loan agreement for small business financing, compliant with Swiss banking regulations and commercial law.

find out more

Simple Loan Term Sheet

A preliminary document under Swiss law outlining key commercial and legal terms of a proposed loan arrangement, serving as the foundation for a detailed loan agreement.

find out more

Loan Forgiveness Agreement

A Swiss law-governed agreement documenting the release of a borrower from their obligation to repay all or part of an existing loan, including associated terms and conditions.

find out more

Loan And Mortgage Agreement

A Swiss law-governed agreement combining loan provisions with mortgage security arrangements, establishing terms for lending and property security in Switzerland.

find out more

Loan Agreement Term Sheet

A Swiss law-governed term sheet outlining key commercial and legal terms for a proposed loan facility, serving as the foundation for detailed loan documentation.

find out more

Line Of Credit Contract

A Swiss law-governed agreement establishing a flexible credit facility between a lender and borrower, setting out terms for accessing and repaying credit up to a predetermined limit.

find out more

International Loan Agreement

Swiss law-governed agreement establishing terms for international lending arrangements, including loan terms, security, and cross-border considerations.

find out more

Equipment Loan Agreement Form

Swiss law-governed agreement establishing terms for temporary equipment loans, including maintenance, liability, and return conditions.

find out more

Short Term Loan Agreement

Swiss law-governed agreement establishing terms and conditions for a short-term loan, including loan amount, interest, and repayment provisions.

find out more

Real Estate Mortgage Agreement

A Swiss law-governed agreement establishing a mortgage over real estate property, detailing loan terms and security arrangements under the Swiss mortgage certificate (Schuldbrief) system.

find out more

Real Estate Loan Agreement

A Swiss law-governed agreement setting out terms and conditions for real estate-secured financing, including loan terms, security arrangements, and compliance with Swiss banking and property regulations.

find out more

Mezzanine Loan Agreement

A Swiss law-governed agreement for subordinated debt financing with equity-like features, establishing terms for mezzanine lending including security, subordination, and potential equity conversion rights.

find out more

Master Loan Agreement

Swiss law-governed framework agreement establishing terms and conditions for ongoing lending relationships between financial institutions and borrowers.

find out more

Margin Loan Agreement

A Swiss law agreement governing margin lending facilities secured by financial instruments, compliant with Swiss financial services regulations and banking requirements.

find out more

Loan Note Agreement

A Swiss law-governed agreement documenting terms of loan notes issuance, including interest, repayment, and noteholder rights.

find out more

Loan Guarantee Agreement

A Swiss law-governed agreement where a guarantor secures a borrower's loan obligations, subject to Swiss Code of Obligations requirements.

find out more
See more related templates

Genie’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; Genie’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

We are ISO27001 certified, so your data is secure

Organizational security:

You retain IP ownership of your documents and their information

You have full control over your data and who gets to see it

2 Docs LeftAccess Now