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Startup Equity Agreement

Startup Equity Agreement for Singapore

Startup Equity Agreement Template for Singapore

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Startup Equity Agreement

"I need a Startup Equity Agreement for my Singapore-based fintech company to issue 15% equity to our new CTO, with a 4-year vesting schedule starting March 2025 and standard good/bad leaver provisions."

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What is a Startup Equity Agreement?

The Startup Equity Agreement is essential for Singapore-based startups distributing ownership interests among founders, investors, and key employees. This document, governed by Singapore law, establishes clear terms for equity ownership, transfer rights, and shareholder obligations. It's particularly crucial during early-stage funding rounds, employee stock option implementations, and founder equity distributions. The agreement must comply with Singapore's corporate regulations while protecting all parties' interests through carefully structured equity arrangements and vesting schedules.

What sections should be included in a Startup Equity Agreement?

1. Parties: Identification of the company and equity recipient(s)

2. Background: Context of the equity issuance and relationship between parties

3. Definitions: Key terms used throughout the agreement

4. Share Details: Number, class, and price of shares being issued

5. Consideration: What is being exchanged for the equity

6. Representations and Warranties: Standard declarations by both parties

7. Transfer Restrictions: Limitations on share transfers

8. Governing Law: Specification of Singapore law as governing law

What sections are optional to include in a Startup Equity Agreement?

1. Vesting Schedule: Details of gradual share acquisition over time, used when shares are to be earned progressively

2. Tag-Along Rights: Provisions giving minority shareholders the right to join in sale of shares, used for minority shareholder protection

3. Drag-Along Rights: Provisions requiring minority shareholders to join in sale of shares, used for majority shareholder exit flexibility

4. Anti-Dilution Provisions: Protection mechanisms against value dilution, typically included for sophisticated investors

5. Board Representation: Rights to board seats for significant shareholders

What schedules should be included in a Startup Equity Agreement?

1. Share Certificate: Copy of share certificate to be issued

2. Shareholders' Resolution: Approval of share issuance

3. Vesting Schedule: Detailed timeline of share vesting if applicable

4. Company Constitution: Referenced constitutional documents

5. Capitalization Table: Current and post-investment share structure

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

alex.den.21@genieai.co
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Industries

Companies Act (Cap. 50): Primary legislation governing company formation, share issuance, shareholders' rights, share capital structure, transfer of shares, directors' duties and corporate governance requirements

Securities and Futures Act (Cap. 289): Regulates securities offerings and trading, including disclosure requirements and restrictions on share offerings

Income Tax Act: Governs tax implications of equity transfers, employee stock option schemes (ESOS) regulations, and capital gains considerations

Employment Act: Relevant for equity as part of employment compensation and regulations regarding employee share schemes

Competition Act: Addresses ownership structures and merger control provisions where applicable

Personal Data Protection Act: Outlines requirements for handling personal data of shareholders

MAS Guidelines: Monetary Authority of Singapore guidelines applicable if the startup involves regulated financial services

SGX Listing Rules: Singapore Exchange listing rules to consider if future IPO is contemplated

Company Constitution: Must ensure alignment with company's constitutional documents and existing governance structure

Shareholders' Agreement: Must ensure new equity agreement does not conflict with existing shareholders' agreements and covers key rights including vesting, transfer restrictions, pre-emptive rights, tag-along/drag-along rights, anti-dilution, exit rights, voting rights, and information rights

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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