Create a bespoke document in minutes, or upload and review your own.
Get your first 2 documents free
Your data doesn't train Genie's AI
You keep IP ownership of your information
Preferred Stock Subscription Agreement
"I need a Preferred Stock Subscription Agreement for my Manila-based technology startup, where a foreign venture capital firm will invest PHP 50 million for Series A preferred shares with 1x liquidation preference and anti-dilution protection, planned for closing in March 2025."
1. Parties: Identification of the Company issuing the preferred shares and the Subscriber(s)
2. Background: Recitals explaining the Company's authorization to issue preferred shares and the Subscriber's intent to purchase
3. Definitions: Definitions of key terms used throughout the agreement
4. Subscription: Details of the preferred shares being subscribed to, including number of shares and subscription price
5. Payment Terms: Terms and method of payment for the preferred shares, including payment schedule if applicable
6. Preferred Share Rights: Specific rights attached to the preferred shares including dividend rights, liquidation preferences, and conversion rights
7. Closing Conditions: Conditions that must be satisfied before the subscription can be completed
8. Representations and Warranties: Statements of fact and assurances from both the Company and the Subscriber
9. Covenants: Ongoing obligations of the parties
10. Transfer Restrictions: Limitations on the transfer of preferred shares
11. Termination: Circumstances under which the agreement may be terminated
12. Notices: Process for sending formal communications between parties
13. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction for disputes
14. Miscellaneous: Standard boilerplate provisions including entire agreement, amendments, and severability
1. Foreign Ownership Compliance: Required when the subscriber is a foreign entity, detailing compliance with Philippine foreign ownership restrictions
2. Anti-Dilution Protection: Optional protection mechanisms against dilution of shareholding
3. Tag-Along Rights: Rights of preferred shareholders to join in sale of shares by other shareholders
4. Drag-Along Rights: Rights to require preferred shareholders to join in sale of shares
5. Board Representation: Rights of preferred shareholders to nominate board members
6. Information Rights: Special rights to receive company information beyond statutory requirements
7. Registration Rights: Rights related to future public offerings or registration of shares
8. Redemption Rights: Terms and conditions for share redemption, if applicable
1. Schedule 1 - Share Certificate Specimen: Form of share certificate for the preferred shares
2. Schedule 2 - Company Information: Details of the Company's capital structure, outstanding shares, and corporate information
3. Schedule 3 - Subscription Details: Detailed breakdown of subscription amount, share price calculation, and payment terms
4. Schedule 4 - Preferred Share Terms: Detailed terms and conditions of the preferred shares including dividend rates and preferences
5. Schedule 5 - Closing Deliverables: List of documents and items to be delivered at closing
6. Schedule 6 - Corporate Resolutions: Copies of relevant board and shareholder resolutions
7. Schedule 7 - Disclosure Schedule: Exceptions to representations and warranties
8. Appendix A - Form of Deed of Adherence: Template for additional subscribers to join the agreement if applicable
Authors
Agreement
Articles of Incorporation
Board
Business Day
By-laws
Closing
Closing Date
Company
Conversion Price
Conversion Rights
Dividend Rate
Dividend Payment Date
Encumbrance
Fair Market Value
Fully-Diluted Basis
Governmental Authority
Issue Date
Issue Price
Law
Liquidation Event
Liquidation Preference
Material Adverse Effect
Original Issue Price
Par Value
Parity Securities
Participating Preferred Stock
Person
Philippine SEC
Preferred Dividend
Preferred Shares
Pro Rata Share
Qualified IPO
Redemption Date
Redemption Price
Related Party
Revised Corporation Code
Securities Regulation Code
Senior Securities
Shares
Subscriber
Subscription Price
Subsidiary
Transfer
Voting Rights
Payment Terms
Closing Conditions
Representations and Warranties
Covenants
Preferred Share Rights
Dividend Rights
Liquidation Preference
Conversion Rights
Anti-dilution Protection
Voting Rights
Board Representation
Information Rights
Transfer Restrictions
Tag-along Rights
Drag-along Rights
Redemption Rights
Pre-emptive Rights
Registration Rights
Confidentiality
Non-competition
Assignment
Term and Termination
Indemnification
Force Majeure
Notices
Amendment
Waiver
Severability
Entire Agreement
Governing Law
Dispute Resolution
Foreign Ownership Compliance
Regulatory Compliance
Technology
Financial Services
Real Estate
Manufacturing
Energy
Infrastructure
Healthcare
Telecommunications
Retail
Agriculture
Mining
Entertainment
Education
Transportation
Construction
Legal
Finance
Corporate Development
Treasury
Compliance
Board Secretariat
Investment Relations
Risk Management
Corporate Governance
Executive Leadership
Chief Executive Officer
Chief Financial Officer
Corporate Secretary
General Counsel
Investment Manager
Private Equity Manager
Venture Capital Manager
Corporate Lawyer
Investment Banker
Finance Director
Corporate Development Manager
Board Director
Compliance Officer
Treasury Manager
Company President
Managing Director
Find the exact document you need
Real Estate Investment Operating Agreement
A Philippine law-governed agreement establishing operational terms and management structure for real estate investments, including investor rights, responsibilities, and profit-sharing arrangements.
Share Partner Agreement
A Philippine law-governed agreement establishing share-based partnership terms, rights, and obligations between business partners.
Capital Raising Agreement
A Philippine law-governed agreement establishing terms and conditions for company capital raising, ensuring compliance with local securities and corporate regulations.
Investment Contract For Small Business
A Philippine law-governed agreement establishing terms and conditions for small business investment, including rights, obligations, and regulatory compliance requirements.
Private Equity Fund Subscription Agreement
A Philippine law-governed agreement documenting an investor's subscription to a private equity fund, including investment terms and regulatory compliance requirements.
Term Sheet For Share Purchase Agreement
A Philippine law-governed preliminary agreement outlining key terms and conditions for a proposed share purchase transaction, serving as the basis for a definitive Share Purchase Agreement.
Stock Broker Agreement
A Philippine law-governed agreement between a stock broker and client establishing terms for securities trading services and regulatory compliance.
Short Term Investment Contract
A Philippine law-governed agreement establishing terms for short-term investments, including investment parameters, returns, and regulatory compliance requirements.
Share Trust Agreement
A Philippine law-governed agreement establishing a trust arrangement for corporate shares, detailing trustee duties, beneficiary rights, and regulatory compliance requirements.
Private Investment Agreement
A Philippine law-governed agreement establishing terms and conditions for private investment in a company, including investment terms, shareholder rights, and regulatory compliance requirements.
Mou Agreement For Investment In Business
A preliminary investment agreement under Philippine law outlining proposed terms and conditions for business investment, serving as a framework for future definitive agreements.
Investment Protection Agreement
A Philippine law-governed agreement that protects investor rights and ensures compliance with local investment regulations while providing comprehensive investment safeguards.
Bilateral Investment Agreement
A Philippine law-governed agreement establishing investment terms between foreign and local entities, incorporating key local investment regulations and protections.
Future Equity Agreement
A Philippine law-governed agreement for future conversion of investment into equity shares, typically used in startup funding.
Stock Buy Back Agreement
A Philippine law-governed agreement facilitating a corporation's repurchase of its own shares from existing shareholders, compliant with local corporate and securities regulations.
Shareholders Agreement And Share Subscription Agreement
A Philippine law-governed agreement combining share subscription terms and ongoing shareholder relationships, establishing rights, obligations, and governance structure between shareholders and the company.
Purchase Term Sheet
A preliminary document under Philippine law that outlines key terms and conditions for a proposed purchase transaction, serving as a framework for negotiations and subsequent definitive agreements.
Purchase Of Shares Agreement
A Philippine law-governed agreement for the sale and transfer of shares between parties, including terms of sale, warranties, and completion requirements.
Memorandum Of Agreement For Investment
A Philippine law-governed agreement that establishes the terms and conditions for an investment transaction, ensuring compliance with local investment regulations while protecting all parties' interests.
Deed Of Sale Of Shares Of Stock
A formal legal document used in the Philippines for transferring share ownership between parties, governed by Philippine corporate and securities laws.
Business Investment Contract
A Philippine law-governed agreement establishing terms and conditions for business investment transactions, including investment structure, ownership rights, and regulatory compliance.
Venture Capital Agreement
A Philippine law-governed agreement establishing terms and conditions for venture capital investment, including investment structure, shareholders' rights, and governance mechanisms.
Stock Share Agreement
A legally binding agreement for the transfer of company shares between parties, compliant with Philippine corporate and securities laws.
Startup Investment Term Sheet
A Philippine law-governed document outlining key terms and conditions for startup investment, serving as a basis for final investment agreements.
Return On Investment Contract
A Philippine law-governed agreement establishing investment terms, returns calculation, and parties' rights and obligations in an investment arrangement.
Preference Share Agreement
A Philippine law-governed agreement establishing the terms and conditions for issuing preferred shares, including dividend rights, voting rights, and other preferential terms.
Non Discretionary Investment Advisory Agreement
A Philippine-compliant agreement for non-discretionary investment advisory services, establishing advisor-client relationships under local securities regulations.
Loss Share Agreement
A Philippine law-governed agreement establishing terms for sharing losses between parties on specified assets or portfolios, including calculation methods and claims procedures.
Discretionary Investment Advisory Agreement
A Philippine-law governed agreement authorizing an investment adviser to make discretionary investment decisions on behalf of a client, subject to SEC regulations and agreed parameters.
Agreement For Transfer Of Shares
A legal agreement under Philippine law facilitating the transfer of company shares from a seller to a buyer, including all terms, conditions, and regulatory requirements.
Restaurant Investment Contract
A Philippine law-governed agreement establishing terms for restaurant investment, including ownership, operations, and profit-sharing arrangements.
Investment Club Operating Agreement
A Philippine-law governed agreement establishing an investment club's structure, operations, and member relationships in compliance with local securities regulations.
Agreement To Sell Shares Of A Company
A Philippine law-governed agreement documenting the terms and conditions for the sale and transfer of company shares between parties.
Share Investment Agreement
A Philippine law-governed agreement documenting terms and conditions for share investment in a company, including investment terms, rights, and obligations.
Preferred Stock Subscription Agreement
A Philippine law-governed agreement for the subscription of preferred shares, detailing share rights, privileges, and investment terms.
Wholesale Real Estate Purchase Agreement
A Philippine law-governed agreement for wholesale real estate transactions, enabling property purchase with assignment rights for resale to end buyers.
Stock Purchase Agreement Term Sheet
A preliminary document under Philippine law outlining key terms and conditions for a proposed stock purchase transaction, serving as the foundation for a definitive agreement.
Equity Shares Agreement
A Philippine law-governed agreement detailing the terms and conditions for the transfer of company shares, including price, rights, and obligations of the parties involved.
Term Sheet For Investors
A preliminary agreement outlining key investment terms and conditions for company funding in the Philippines, serving as a basis for definitive investment documents.
Limited Partnership Agreement Venture Capital
A Philippine-law governed agreement establishing a limited partnership structure for venture capital investments, defining relationships between managing partners and investors.
Revenue Sharing Investment Agreement
A Philippine-law governed agreement establishing terms for an investment with returns based on company revenue sharing, including investment terms, revenue mechanics, and regulatory compliance provisions.
Artist Investment Agreement
A Philippine law-governed agreement establishing terms for financial investment in an artist's career in exchange for revenue sharing rights.
Equity Share Agreement Startup
A Philippine-law governed agreement establishing terms for startup equity investment, including share issuance, investor rights, and governance structure.
Stock Distribution Agreement
A Philippine law-governed agreement establishing terms for corporate stock distribution, including transfer mechanics and regulatory compliance requirements.
Real Estate Investment Partnership Agreement
A Philippine law-governed agreement establishing a partnership structure for real estate investments, defining terms for asset management and profit sharing.
Joint Venture Agreement For Real Estate Investing
A Philippine law-governed agreement establishing a joint venture between parties for real estate investment and development, including terms for capital contribution, profit-sharing, and management.
Debt Investment Agreement
A Philippine law-governed agreement establishing terms and conditions for debt investment, including investment amount, interest rates, and repayment terms.
Cornerstone Investment Agreement
A Philippine law-governed agreement establishing terms for a cornerstone investor's commitment to subscribe for shares in a company's IPO or capital raising.
Foreign Investment Agreement
A legal agreement governed by Philippine law establishing terms and conditions for foreign investment in a Philippine business entity, ensuring compliance with local foreign investment regulations.
Equity Stake Agreement
A Philippine law-governed agreement detailing the terms and conditions of an equity investment in a company, including share purchase, shareholder rights, and governance provisions.
Property Investment Contract
A Philippine law-governed agreement establishing terms and conditions for property investment arrangements, including ownership rights, financial terms, and compliance requirements.
Partnership Agreement On Investment And Financial Cooperation
A Philippine-law governed agreement establishing terms for investment and financial cooperation partnerships, including capital contributions, profit sharing, and regulatory compliance.
Investment Cooperation Agreement
A Philippine law-governed agreement establishing terms and conditions for investment cooperation between parties, ensuring compliance with local investment regulations and business practices.
Investment Club Partnership Agreement
A Philippine law-governed agreement establishing an investment club partnership, defining membership, investment policies, and operational procedures.
Stock Agreement
A legally binding agreement for the transfer of corporate shares under Philippine law, detailing terms, conditions, and regulatory compliance requirements.
Mutual Fund Agreement
A Philippine-law governed agreement establishing terms and conditions for mutual fund investments, compliant with SEC regulations and the Investment Company Act.
Mezzanine Debt Term Sheet
Philippine law-governed term sheet for mezzanine debt financing, outlining key terms including debt-equity characteristics, security arrangements, and conversion rights.
Investment Trust Agreement
A Philippine law-governed agreement establishing terms for professional management of investment assets through a trust structure.
Investment Agency Agreement
A Philippine law-governed agreement establishing an agency relationship for investment management services, defining the authority and obligations of investment agents and their principals.
Friends And Family Investment Agreement
A Philippine-law governed agreement that formalizes investment arrangements between family members or friends, establishing clear terms and protections for both parties.
Profit Sharing Agreement For Investors
A Philippine law-governed agreement establishing profit-sharing arrangements between investors and a business entity, detailing investment terms and distribution mechanisms.
Investment Commitment Agreement
A Philippine law-governed agreement establishing terms and conditions for investment funding, including investment amounts, schedules, and investor rights.
Future Purchase Agreement
A Philippine law-governed agreement establishing terms for future purchases between parties, including pricing, delivery, and purchase commitments.
Subscription Agreement Private Placement
A Philippine law-governed agreement documenting terms for private placement share subscription, ensuring compliance with local securities regulations.
Startup Investment Agreement
A Philippine law-governed agreement establishing terms for equity investment in a startup, including investment amount, shareholding structure, and investor rights.
Letter Of Intent For Purchase Of Commercial Property
A preliminary document under Philippine law expressing intent to purchase commercial property and outlining key proposed terms and conditions for the transaction.
Equity Commitment Letter
A binding commitment letter under Philippine law that outlines the terms and conditions for providing equity funding to a project or business venture.
Co Investment Agreement
A Philippine law-governed agreement establishing terms for multiple parties to jointly invest in a business venture, including investment structure, governance, and exit provisions.
Financial Advisor Contract
A Philippine-law governed agreement establishing the terms and conditions between a financial advisor and client, including service scope, duties, and regulatory compliance requirements.
Joint Venture Investment Agreement
A Philippine law-governed agreement establishing a joint venture investment partnership, detailing capital contributions, ownership, management rights, and operational terms.
Company Share Agreement
A legally binding agreement under Philippine law governing the transfer of company shares between parties, including terms, conditions, and regulatory compliance requirements.
Share Lending Agreement
A Philippine law-governed agreement establishing terms for temporary share lending between financial institutions, including transfer mechanics, collateral requirements, and regulatory compliance.
Real Estate Investment Agreement
A Philippine law-governed agreement establishing terms and conditions for real estate investment transactions, including ownership rights, profit-sharing, and regulatory compliance.
Repurchase Agreement
A Philippine law-governed agreement for the sale and repurchase of securities, establishing terms for secured financing transactions in compliance with local banking and securities regulations.
Restricted Stock Agreement
A Philippine law-governed agreement for issuing restricted company shares subject to vesting conditions and transfer limitations.
Investment Advisory Agreement
A Philippine-law governed agreement establishing terms and conditions for investment advisory services between an adviser and client, compliant with local securities regulations.
Stock Buyback Agreement
A Philippine law-governed agreement for a corporation to repurchase its own shares from existing shareholders, ensuring compliance with local corporate and securities regulations.
Shareholder Investment Agreement
A Philippine law-governed agreement establishing terms for company investment through share acquisition, defining investor and shareholder rights and obligations.
Private Placement Agreement
A legal agreement governing private securities offerings to select investors in the Philippines, structured under Philippine securities laws and regulations.
Stock Swap Agreement
A Philippine law-governed agreement facilitating the exchange of shares between companies, detailing exchange terms and regulatory compliance requirements.
Investment Partnership Agreement
A Philippine law-governed agreement establishing an investment partnership, detailing capital contributions, profit-sharing, and partner obligations.
Investment Broker Agreement
A Philippine-law governed agreement establishing the terms and conditions between an investment broker and client for securities trading and investment services.
Download our whitepaper on the future of AI in Legal
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
Our bank-grade security infrastructure undergoes regular external audits
We are ISO27001 certified, so your data is secure
Organizational security
You retain IP ownership of your documents
You have full control over your data and who gets to see it
Innovation in privacy:
Genie partnered with the Computational Privacy Department at Imperial College London
Together, we ran a £1 million research project on privacy and anonymity in legal contracts
Want to know more?
Visit our Trust Centre for more details and real-time security updates.
Read our Privacy Policy.