Investment Agreement Template for Singapore

An Investment Agreement sets out the terms and conditions when investors put money into a business in Singapore. It spells out how much they're investing, what they'll get in return (like shares or ownership rights), and when they'll provide the funds. These agreements are especially common in startup funding rounds and private equity deals.

The agreement protects both parties by clearly defining key details like valuation, voting rights, and exit options. Under Singapore's Companies Act, it must include specific provisions about share classes and shareholder rights. Good agreements also cover important safeguards like anti-dilution protection, board seats, and information access rights for investors.

Use an Investment Agreement when bringing new investors into your Singapore business, especially during funding rounds or when selling equity stakes. This is crucial for startups seeking seed funding, companies expanding through private equity, or businesses offering shares to strategic partners.

The timing is critical - put this agreement in place before any money changes hands. It's essential when negotiating with venture capital firms, angel investors, or institutional funders. Companies planning an eventual IPO need these agreements to establish clear governance structures and protect both investor rights and company interests under MAS regulations.

• Company Investment Agreement: Standard agreement for direct equity investments, outlining basic terms and conditions for company funding.
• Convertible Note Purchase Agreement: Used for debt that converts to equity later, popular with early-stage startups.
• Shareholder Investment Agreement: Comprehensive agreement covering both investment terms and ongoing shareholder relationships.
• Bond Repurchase Agreement: Specialized agreement for fixed-income investments with repurchase provisions.
• Share Purchase Agreement And Shareholders Agreement: Combined document covering both initial share purchase and ongoing governance.

• Companies and Startups: Businesses seeking investment capital, from early-stage startups to established firms looking to expand.
• Angel Investors: High-net-worth individuals investing personal funds, often in early-stage companies under MAS guidelines.
• Venture Capital Firms: Professional investment companies managing funds and deploying capital across multiple startups.
• Corporate Lawyers: Draft and review Investment Agreements to ensure compliance with Singapore regulations.
• Company Directors: Negotiate and sign agreements on behalf of the business, managing shareholder interests.
• Investment Bankers: Structure deals and facilitate larger investment transactions, especially in late-stage funding.

• Company Details: Gather ACRA registration numbers, director information, and current shareholding structure.
• Investment Terms: Define investment amount, valuation, share class, and price per share.
• Due Diligence: Compile financial statements, business plans, and key contracts for investor review.
• Rights Structure: Outline voting rights, board seats, and any special privileges for investors.
• Exit Mechanisms: Specify conditions for share transfers, tag-along rights, and future funding rounds.
• Documentation: Our platform generates customized Investment Agreements that comply with Singapore law, ensuring all essential elements are included.
• Internal Review: Have key stakeholders review terms before finalizing the agreement.

• Parties and Recitals: Full legal names, ACRA numbers, and registered addresses of all parties involved.
• Investment Terms: Precise investment amount, valuation, share class, and payment schedule.
• Representations: Company warranties, investor acknowledgments, and disclosure requirements.
• Governance Rights: Board composition, voting rights, and reserved matters under Singapore Companies Act.
• Exit Provisions: Tag-along rights, drag-along rights, and share transfer restrictions.
• Confidentiality: Protection of sensitive information under PDPA guidelines.
• Dispute Resolution: Singapore law as governing law, jurisdiction clause, and arbitration provisions.
• Documentation: Our platform ensures all these elements are properly included in every agreement.

An Investment Agreement differs significantly from an Investment Agreement Term Sheet. While both documents play crucial roles in investment transactions, they serve distinct purposes and have different legal weights in Singapore's corporate landscape.

• Legal Binding: Investment Agreements are fully binding contracts, while Term Sheets are typically non-binding preliminary documents outlining key terms.
• Detail Level: Investment Agreements contain comprehensive legal provisions, warranties, and remedies; Term Sheets offer bullet-point summaries of main commercial terms.
• Timing: Term Sheets come first as negotiation tools, followed by the formal Investment Agreement once terms are agreed.
• Enforceability: Investment Agreements can be enforced in Singapore courts; Term Sheets generally cannot, except for specific binding provisions like confidentiality.
• Documentation: Investment Agreements require formal execution under Singapore law; Term Sheets often need only informal acknowledgment.