Capital Raising Agreement Template for Philippines

1. Tag-Along Rights: Include when investors need protection to join in any sale by major shareholders

2. Drag-Along Rights: Include when majority shareholders need the right to force minority shareholders to join in a sale

3. Anti-Dilution Protection: Include for equity investments to protect investors from future dilutive issuances

4. Conversion Rights: Include for preferred shares or convertible securities to specify conversion terms

5. Registration Rights: Include if there's potential for future public offering

6. Employee Stock Options: Include if the company has or plans to implement an ESOP

7. Pre-emptive Rights: Include when investors should have the right to participate in future funding rounds

8. Board Composition: Include when investors will have board representation rights

9. Performance Targets: Include when investment is tied to specific company performance metrics

10. Exit Rights: Include specific provisions for investor exit mechanisms

1. Schedule A - Company Information: Detailed corporate information including shareholding structure and subsidiaries

2. Schedule B - Financial Statements: Recent financial statements and projections

3. Schedule C - Capitalization Table: Pre and post-investment capitalization structure

4. Schedule D - Business Plan: Detailed business plan and use of proceeds

5. Schedule E - Material Contracts: List and summary of material contracts and commitments

6. Schedule F - Intellectual Property: List of IP assets and related rights

7. Schedule G - Required Consents: List of required regulatory and third-party consents

8. Schedule H - Disclosure Schedule: Exceptions to representations and warranties

9. Appendix 1 - Form of Shareholders Agreement: Draft or terms of accompanying shareholders agreement

10. Appendix 2 - Corporate Authorizations: Required board and shareholder resolutions