Private Equity Subscription Agreement Template for Saudi Arabia

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Key Requirements PROMPT example:

Private Equity Subscription Agreement

"Need a Private Equity Subscription Agreement under Saudi law for a first-time foreign institutional investor looking to invest SAR 50 million in our Sharia-compliant technology fund, with closing expected in March 2025."

Document background
The Private Equity Subscription Agreement is a fundamental document used in Saudi Arabian private equity transactions when investors are committing capital to a fund or direct investment opportunity. It serves as the primary contractual framework governing the relationship between investors and the fund/investment vehicle, ensuring compliance with Saudi Arabia's regulatory regime, including CMA regulations and Sharia principles. This document is particularly important given Saudi Arabia's growing private equity market and the Kingdom's Vision 2030 initiative to diversify its economy. The agreement typically includes detailed provisions on investment amounts, payment schedules, investor qualifications, representations and warranties, and ongoing obligations, while incorporating necessary Islamic finance principles and local regulatory requirements. It's essential for both domestic and foreign investments, requiring careful consideration of Saudi Arabia's foreign investment laws and financial regulations.
Suggested Sections

1. Parties: Identification of the Fund/Company, the investor(s), and any other relevant parties such as the fund manager

2. Background: Context of the investment, including brief description of the Fund/Company and purpose of the agreement

3. Definitions and Interpretation: Key terms used throughout the agreement and rules of interpretation

4. Subscription and Payment Terms: Details of the investment amount, subscription process, and payment mechanisms

5. Closing Conditions: Conditions precedent to the investment becoming effective

6. Representations and Warranties: Statements of fact and assurances from both the investor and the Fund/Company

7. Investor Undertakings: Ongoing commitments and obligations of the investor

8. Company/Fund Undertakings: Ongoing commitments and obligations of the Fund/Company

9. Sharia Compliance: Provisions ensuring the investment structure complies with Islamic law principles

10. Confidentiality: Obligations regarding the protection of confidential information

11. Notices: Process and requirements for formal communications between parties

12. Term and Termination: Duration of the agreement and circumstances allowing for early termination

13. Governing Law and Jurisdiction: Confirmation of Saudi law as governing law and jurisdiction for disputes

14. General Provisions: Standard boilerplate clauses including amendments, assignments, and severability

Optional Sections

1. Multiple Closings: Required when the fund/investment allows for multiple closing dates

2. Foreign Investment Provisions: Required when investors include non-Saudi entities or individuals

3. Tag-Along Rights: Optional provisions for co-sale rights in direct company investments

4. Strategic Investor Rights: Required when offering special rights to strategic or large-scale investors

5. Investment Committee Representation: Required when granting certain investors rights to participate in investment committees

6. Co-Investment Rights: Optional provisions for future co-investment opportunities

7. Anti-Dilution Protection: Optional provisions protecting against future dilutive issuances

8. Key Person Provisions: Required when the investment is dependent on specific individuals' involvement

Suggested Schedules

1. Subscription Form: Detailed form capturing investor information and subscription details

2. Investment Amount and Payment Details: Specific details of the investment amount, payment schedule, and bank information

3. Investor Qualification Criteria: Detailed criteria confirming investor's eligibility under Saudi regulations

4. KYC Requirements: List of required know-your-customer documentation and forms

5. Fund/Company Information: Detailed information about the investment vehicle, including structure and strategy

6. Management Fee Structure: Detailed breakdown of fees and carried interest calculations

7. Sharia Guidelines: Specific Sharia compliance requirements and investment restrictions

8. Required Regulatory Approvals: List of necessary regulatory approvals and status

9. Power of Attorney: Standard form of power of attorney if required for completion

10. Form of Transfer Notice: Standard form for transferring interests (if permitted)

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

Relevant legal definitions
Clauses
Relevant Industries

Financial Services

Investment Management

Real Estate

Technology

Healthcare

Infrastructure

Energy

Manufacturing

Consumer Goods

Transportation

Education

Telecommunications

Agriculture

Mining

Religious Tourism

Relevant Teams

Legal

Compliance

Investment

Risk Management

Finance

Corporate Development

Due Diligence

Islamic Finance

Fund Administration

Investor Relations

Relevant Roles

Investment Manager

Legal Counsel

Compliance Officer

Fund Manager

Chief Investment Officer

Private Equity Associate

Investment Director

Chief Financial Officer

Risk Manager

Sharia Compliance Officer

Investment Committee Member

Board Director

Managing Partner

General Counsel

Due Diligence 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

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