Private Placement Agreement Template for Saudi Arabia

1. Shariah Compliance: Required if the offering is structured to be Shariah-compliant, including relevant scholar certifications

2. Foreign Investment Provisions: Required if the placement is open to foreign investors, including SAMA and CMA requirements

3. Registration Rights: Include if investors are granted rights for future registration of securities

4. Tag-Along Rights: Include if investors are granted participation rights in future sales

5. Board Representation: Include if investors are granted board nomination rights

6. Exit Provisions: Include if specific exit mechanisms are provided to investors

7. Anti-Dilution Protection: Include if investors are protected against future dilution

8. Management Rights: Include if investors are granted specific management or oversight rights

1. Schedule 1: Securities Description: Detailed specifications of the securities being offered

2. Schedule 2: Subscription Form: Standard form for investors to subscribe to the offering

3. Schedule 3: Investor Qualification Questionnaire: Form to verify investor eligibility under CMA regulations

4. Schedule 4: KYC Requirements: Required documentation for anti-money laundering compliance

5. Schedule 5: Risk Factors: Detailed description of investment risks

6. Schedule 6: Financial Statements: Relevant financial information about the issuer

7. Schedule 7: Corporate Documents: Copies of relevant corporate authorizations and registrations

8. Appendix A: CMA Disclosures: Required regulatory disclosures under Saudi law

9. Appendix B: Investment Restrictions: Detailed description of transfer and investment restrictions