1. Security Release: Required if the original loan was secured and security needs to be released upon conversion

2. Shareholder Approval: Required if shareholder approval is needed for the conversion

3. Board Approval Process: Include if specific board approval procedures are required

4. Anti-dilution Protection: Include if the converting lender requires protection against future dilution

5. Tag-Along Rights: Include if the converting lender requires the right to participate in future share sales

6. Drag-Along Rights: Include if majority shareholders require the right to force the converting lender to sell

7. Partial Conversion Rights: Include if the loan can be converted in parts rather than all at once

8. Tax Provisions: Specific tax-related provisions if there are particular tax implications to address

1. Loan Details Schedule: Detailed description of the existing loan terms and outstanding amounts

2. Conversion Calculations: Detailed methodology for calculating the number of shares to be issued

3. Form of Conversion Notice: Template notice to be used when exercising conversion rights

4. New Shareholding Structure: Post-conversion shareholding structure of the company

5. Required Approvals: List of all required regulatory and corporate approvals

6. Share Rights and Restrictions: Detailed description of the rights attached to the shares post-conversion

7. Form of Board Resolution: Template board resolution approving the conversion and share issuance