USA Convertible Note
Induce an investor to inject capital into a US company by offering a Convertible Note as security for repayment of the investment.
- All amounts due will become immediately due and payable upon any default by the borrower (Obligor).
- The indebtedness under the Note will be subordinated to all other indebtedness of the Obligor.
- The holder of the Note may at any time prior to maturity of the Note, convert all or any part of the outstanding indebtedness into shares in the capital of the Obligor.
- Prior to an initial public offering by the Obligor, the entire outstanding balance will be automatically converted into shares.
- The conversion price will be adjusted to protect the rights of the holder on the occurrence of a stock split, dividend, recapitalization, merger, consolidation or similar transaction.
Share Exchange Agreement for Reorganization | Canada
Issue new shares to shareholders in exchange for their existing shares with this downloadable template for Canadian corporations.
- A share exchange of this nature is done as part of a corporate reorganization.
- The parties to the Share Exchange Agreement are the corporation and all of the shareholders.
- The shareholders agree to exchange their existing shares for new shares of a particular class following the reorganization.
- The template also includes Directors and Shareholders Resolutions which are required to authorize the share exchanges.
- Intended to be used only by corporations incorporated in Canada.
Special Resolution to Reorganize Share Capital | Canada
Pass a special resolution to reorganize the share capital of a Canadian corporation with this easy-to-use template.
- The special resolution is passed by the directors. It authorizes the corporation to amend its Articles of Incorporation and to convert the shares as part of a corporate reorganization.
- The form can be used by federal corporations and by any provincial corporation incorporated under a Business Corporations Act (Alberta, BC, Saskatchewan, Ontario, New Brunswick, Yukon, NWT and Nunavut). A different form may be required in Quebec.
- Available as a downloadable MS Word document.
Share Exchange Agreement for Reorganization | Canada
Issue new shares to shareholders in exchange for their existing shares with this downloadable template for Canadian corporations.
- A share exchange of this nature is done as part of a corporate reorganization.
- The parties to the Share Exchange Agreement are the corporation and all of the shareholders.
- The shareholders agree to exchange their existing shares for new shares of a particular class following the reorganization.
- The template also includes Directors and Shareholders Resolutions which are required to authorize the share exchanges.
- Intended to be used only by corporations incorporated in Canada.
Directors Resolution to Issue New Shares | Canada
Prepare a Directors Resolution to authorize the issuance of new shares in a Canadian business corporation with this easy-to-use template.
Every time shares are issued in a corporation, the directors must approve the issuance. You can re-use this Directors Resolution template every time, by inserting the details in the spaces provided.
Purpose of Directors Resolution
The directors accept the subscriptions for new shares and authorize the corporation to issue share certificates to the subscribers upon payment of the share price.
Format and Jurisdiction
This is a downloadable MS Word template. The form can be used by any privately owned corporation incorporated under a Business Corporations Act within Canada.
Letter of Intent Template | Canada
Need a letter of intent but don't know how to create one? Use this easy Letter of Intent template for Canada.
Purpose of Document
A letter of intent (LOI) clarifies the points of discussion between the parties prior to preparing a formal agreement, and indicates to lenders, customers, contractors and suppliers that the parties intend to complete the transaction.
The LOI is not legally binding for the most part, except for certain provisions such as confidentiality.
Key Provisions of Letter of Intent
- Both parties agree not to discuss with, or consider offers from, any other party the matters being negotiated between them so long as the letter of intent is in effect.
- The parties each agree to keep the other's information confidential and not to disclose any information regarding the negotiations.
- Each party agrees to pay a break-up fee as a penalty if the negotiations are terminated for any cause other than a breach of the LOI.
Format and Jurisdiction
The Letter of Intent template is available in MS Word format. It is fully customizable and reusable. This template was drafted for use anywhere in Canada.
