The Subscription Agreement Private Placement is a crucial document used in the UAE when companies seek to raise capital through private offering of securities to qualified investors. This document type is specifically designed to comply with UAE Federal Law No. 32 of 2021 and SCA regulations governing private placements. It is typically used when companies want to avoid the more rigorous requirements of a public offering while still maintaining regulatory compliance. The agreement includes detailed subscription terms, investor qualifications, compliance with UAE anti-money laundering laws, and necessary risk disclosures. It's particularly important in the UAE context where private placements must adhere to specific local regulatory requirements while facilitating capital raising activities.
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Your data doesn't train Genie's AI
You keep IP ownership of your docs
1. Parties: Identification of the issuing company and the subscriber
2. Background: Context of the private placement, including company information and offering details
3. Definitions: Key terms used throughout the agreement
4. Subscription and Payment: Details of the securities being subscribed for and payment terms
5. Closing Conditions: Conditions precedent to the completion of the subscription
6. Subscriber Representations and Warranties: Declarations by the subscriber regarding their status, capacity, and understanding of risks
7. Company Representations and Warranties: Declarations by the company regarding its status, authority, and securities being offered
8. Anti-Money Laundering Provisions: Compliance with UAE AML laws and regulations
9. Confidentiality: Provisions regarding the confidential treatment of information
10. Notices: Communication procedures between parties
11. Governing Law and Jurisdiction: UAE law as governing law and jurisdiction details
12. General Provisions: Standard boilerplate clauses including assignment, amendments, and severability
1. Tag-Along Rights: Include when offering minority protection rights
2. Drag-Along Rights: Include when majority shareholders require exit rights
3. Board Representation: Include when subscribers are granted board nomination rights
4. Shareholder Agreement Adherence: Include when subscribers must adhere to an existing shareholder agreement
5. Foreign Investment Provisions: Include when subscribers are foreign investors
6. DIFC/ADGM Provisions: Include when the placement involves free zone entities
7. Lock-up Provisions: Include when there are restrictions on transfer of subscribed securities
1. Subscription Details: Schedule detailing number of securities, price, and payment information
2. Risk Factors: Detailed disclosure of investment risks
3. Company Information: Detailed information about the company's business, management, and financials
4. KYC Requirements: List of required know-your-customer documentation
5. Form of Share Certificate: Template for the share certificate to be issued
6. Investor Questionnaire: Form to determine investor qualification status
7. Consent to Electronic Communications: Form for consenting to electronic delivery of notices and documents
8. Wire Transfer Instructions: Banking details for subscription payment
Find the exact document you need
Token Subscription Agreement
UAE-governed agreement for digital token subscription, complying with local virtual asset regulations and establishing terms for token purchase and delivery.
Download
Warrant Subscription Agreement
UAE-governed agreement outlining terms for warrant issuance and subsequent share purchase rights, compliant with local securities and commercial regulations.
Download
Advanced Subscription Agreement
A UAE-compliant agreement establishing terms for future equity investment in early-stage companies, including conversion mechanics and investment conditions.
Download
Membership Subscription Agreement
UAE-governed agreement establishing terms and conditions for subscription-based membership services, including rights, obligations, and payment terms.
Download
Debenture Subscription Agreement
UAE-governed agreement outlining terms and conditions for subscription to company-issued debentures, including rights, obligations, and security arrangements.
Download
Convertible Debenture Agreement
UAE-governed agreement for issuing convertible debentures, establishing terms for debt that can convert to company shares while ensuring compliance with local securities laws.
Download
Subscription Agreement Private Placement
UAE-governed agreement for private placement securities subscription, compliant with SCA regulations and local legal requirements.
Download
Note Subscription Agreement
UAE-governed agreement setting out terms for investors to subscribe to debt instruments issued by an entity, complying with local securities and banking regulations.
Download
Subscription Service Agreement
UAE-governed agreement establishing terms for subscription-based services, ensuring compliance with local consumer protection and data privacy laws.
Download
Subscription And Shareholders Agreement
UAE-governed agreement combining share subscription terms and shareholders' arrangements, establishing investment and governance framework.
Download
Loan Note Subscription Agreement
A UAE law-governed agreement detailing terms and conditions for the subscription and issuance of loan notes between investors and an issuing company.
Download
Shares Subscription Agreement
UAE-governed agreement for the subscription of shares in a company, detailing share issuance terms and regulatory compliance requirements.
Download
Master Subscription Agreement
A UAE law-governed agreement establishing terms for subscription-based services between providers and customers.
Download
ұԾ’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; ұԾ’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
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)