Private Equity Fund Agreement Template for Singapore

A Private Equity Fund Agreement under Singapore law is a comprehensive legal document that establishes and governs the operation of a private equity investment vehicle. It operates within the framework of Singapore's Securities and Futures Act and is regulated by the Monetary Authority of Singapore (MAS). The agreement details the relationship between fund managers, general partners, and limited partners, outlining capital commitments, investment strategies, management fees, distribution policies, and governance structures while ensuring compliance with Singapore's robust financial services regulatory regime.

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What is a Private Equity Fund Agreement?

A Private Equity Fund Agreement is essential when establishing a private equity fund in Singapore. The document serves as the foundational framework for the fund's operation, incorporating requirements under Singapore's Securities and Futures Act and MAS regulations. It details crucial aspects including capital structures, investment parameters, management responsibilities, profit distribution mechanisms, and investor rights. This agreement is particularly important in Singapore's context as a leading financial hub, where private equity funds must navigate specific regulatory requirements while maintaining operational flexibility. The document typically includes comprehensive provisions for fund governance, risk management, and investor protection, aligned with Singapore's sophisticated financial services ecosystem.

What sections should be included in a Private Equity Fund Agreement?

1. Parties: Identification of the Fund Manager, General Partner, and Limited Partners

2. Background: Purpose of the fund, investment objectives, and structure overview

3. Definitions: Key terms used throughout the agreement

4. Fund Structure and Management: Legal structure, management hierarchy, and governance framework

5. Investment Strategy: Investment objectives, restrictions, and guidelines

6. Capital Commitments: Terms of capital contributions and drawdown mechanisms

7. Distribution Policy: Rules for profit distribution and carried interest

8. Management Fees: Fee structure and payment terms

9. Transfer Restrictions: Rules regarding transfer of partnership interests

10. Term and Termination: Duration of fund and termination provisions

What sections are optional to include in a Private Equity Fund Agreement?

1. Co-Investment Rights: Terms for co-investment opportunities when offered to certain investors

2. Key Person Provisions: Requirements regarding key personnel retention when fund success depends on specific individuals

3. ESG Provisions: Environmental, social, and governance requirements for funds with specific ESG commitments

4. Side Letter Provisions: Framework for side letter arrangements when allowing customized terms for certain investors

What schedules should be included in a Private Equity Fund Agreement?

1. Subscription Agreement: Terms of subscription for limited partnership interests

2. Investment Guidelines: Detailed investment criteria and restrictions

3. Fee Schedule: Detailed breakdown of all fees and expenses

4. Valuation Policy: Methodology for valuing fund investments

5. Form of Transfer Agreement: Template for transferring partnership interests

6. Anti-Money Laundering Requirements: AML compliance procedures and requirements

7. Tax Considerations: Summary of tax implications and structure

8. Investor Eligibility Requirements: Criteria for eligible investors

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

Jurisdiction

Singapore

Publisher

Genie AI

Cost

Free to use

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