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International Investment Agreement for the United Kingdom

International Investment Agreement Template for England and Wales

An International Investment Agreement governed by English and Welsh law is a comprehensive legal document that establishes the terms and conditions for cross-border investment activities. It provides a framework for protecting foreign investments while ensuring compliance with UK regulations and international treaties. The agreement typically covers investment protection, dispute resolution mechanisms, transfer of funds, and performance requirements, while incorporating relevant aspects of UK company law and financial services regulations.

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International Investment Agreement

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What is a International Investment Agreement?

The International Investment Agreement is essential for structuring and protecting cross-border investments in the UK market. This document is typically used when foreign investors seek to make substantial investments in UK-based enterprises or assets. It incorporates crucial elements of English and Welsh law while addressing international investment protection standards, regulatory compliance, and risk mitigation. The agreement is particularly important in the post-Brexit environment, where it helps establish clear legal frameworks for foreign investment while ensuring alignment with both UK and international legal requirements.

What sections should be included in a International Investment Agreement?

1. Parties: Identifies and defines all parties to the agreement, including their legal status and registered addresses

2. Background/Recitals: Sets out the context and purpose of the investment agreement

3. Definitions and Interpretation: Defines key terms and establishes interpretation rules

4. Investment Terms: Details of the investment amount, structure, and payment terms

5. Conditions Precedent: Prerequisites that must be satisfied before completion

6. Warranties and Representations: Statements of fact and assurances from both parties

7. Covenants: Ongoing obligations and commitments of the parties

8. Completion Mechanics: Process and requirements for completing the investment

9. Governing Law and Jurisdiction: Specifies applicable law and dispute resolution forum

What sections are optional to include in a International Investment Agreement?

1. Anti-dilution Protection: Protects investor's shareholding percentage - include when dealing with equity investments

2. Tag-Along Rights: Right to join in sale of shares - include in minority investment scenarios

3. Drag-Along Rights: Right to force minority shareholders to join in sale - include in majority investment scenarios

4. Information Rights: Rights to receive company information - include for minority investors requiring ongoing information access

5. Board Appointment Rights: Right to appoint directors - include for substantial investments

What schedules should be included in a International Investment Agreement?

1. Completion Requirements Schedule: Detailed list of documents and actions required at completion

2. Warranties Schedule: Detailed warranties given by the parties

3. Company Information Schedule: Details of the target company structure, capitalization, and material contracts

4. Investment Rights Schedule: Detailed terms of specific investment rights

5. Form of Share Certificate: Template for share certificates if applicable

6. Articles of Association: New or amended articles reflecting investment terms

7. Shareholders' Agreement: Agreement governing relationship between shareholders post-investment

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

England and Wales

Publisher

Ƶ

Cost

Free to use
Relevant legal definitions









































Clauses







































Industries

Companies Act 2006: Primary UK legislation governing company formation, operation, and management, crucial for investment structures and corporate governance

Financial Services and Markets Act 2000 (FSMA): Core legislation regulating financial services and markets in the UK, including investment activities and financial promotions

Enterprise Act 2002: Legislation covering competition law, mergers, and corporate insolvency in the UK, including provisions for foreign investment

Competition Act 1998: Regulates competitive practices and market behavior in the UK, ensuring fair competition in investment contexts

Financial Services Act 2012: Updates to financial services regulation, including amendments to FSMA and establishment of regulatory bodies

The Financial Services and Markets Act 2000 (Regulated Activities) Order 2001: Specifies which activities require FCA authorization and regulation in the context of financial services and investments

UK Takeover Code: Rules governing corporate acquisitions and mergers, particularly relevant for investment-related corporate transactions

Investment Exchanges and Clearing Houses Act 1997: Legislation governing the operation of investment exchanges and clearing houses in the UK

Bilateral Investment Treaties: International agreements between the UK and other countries providing framework for cross-border investments

EU-UK Trade and Cooperation Agreement: Post-Brexit agreement defining trading and investment relationship between UK and EU

Money Laundering Regulations 2017: Anti-money laundering requirements for investments and financial transactions

Proceeds of Crime Act 2002: Legislative framework for dealing with criminal proceeds, including investment of illicit funds

Corporation Tax Act 2010: Primary legislation governing corporate taxation, including investment-related tax provisions

UK GDPR: Data protection regulations affecting how personal data can be processed and transferred in investment contexts

Data Protection Act 2018: UK's implementation of data protection requirements, complementing UK GDPR

Arbitration Act 1996: Framework for arbitration proceedings in England and Wales, crucial for investment dispute resolution

National Security and Investment Act 2021: Recent legislation giving government powers to scrutinize and intervene in foreign investments that raise national security concerns

Civil Procedure Rules: Rules governing civil litigation in English courts, relevant for investment dispute resolution

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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