things todo

in each Generate PDFs run, grep for undefined and $NaN in the output of a fillTemplate operation

accumulate errors and report them via Ui.alert at the end of a run

explain the ad agency model

http://e27.co/one-singapores-top-corporate-tech-lawyers-helping-little-guys-20150413/

what are the essentials?

parties. infer jurisdiction from company location.
amount.
valuation. (enter the cap table.)
discount
type of security

View the drafts

visualization of the terms and implications for each party
easily try a different security type

display range of possibilities

help to filter the range based on which are acceptable to investors.

for Kark

sent out the issue & allotment workflow

[2015-03-22 Sun 14:53] for tradegecko

draft amendment to articles of association describing the new share class

as regards the relationship with the underlying security

jfdi.2012 holds shares of TradeGecko in trust for the TGA shareholders

proceeds from the issuance of TGA shares shall be used solely to purchase additional shares in TradeGecko

as regards other classes of shares in JFDI.2012 – ordinary and Preferred ‘A’

the TGA class shall be firewalled from the rest of JFDI.2014 and enjoy no voting, notification, or preemption rights vis-a-vis the regular RCPS and Ordinary Shares, though of course any rights that TGA holders hold by virtue of their membership in the company via other classes of shares shall not be affected.

similarly the RCPS and other shareholders shall be firewalled from the TGA series except as required by law

as regards voting

as a minority shareholder we do not expect our vote to be decisive

shareholders of the TGA series will grant the JFDI.2012 directors discretion to

vote

offer other consents

act as a shareholder

certain votes at the director’s discretion will be referred to the TGA shareholders who will vote within their share class

draft members resolutions for issue of new share class

draft initial directors resolutions under 184A – alteration of AA

to represent the interests of our shareholders with respect to TradeGecko we resolve to issue a new class of shares, “TGA”, with the properties described in the attached Schedule of proposed amendments to the articles of association

to seek Member approval for

the creation of the new class

the issue of up to $$$ of new shares

give the corp sec authority to bizfile

draft subscription and shareholders agreement to new class of TGA shares

subscription agreement

pursuant to the JFDI.2012 subscription agreement which states that preemptive rights may be transferred to RCPS shareholders on commercial terms,

payment instructions to JFDI.2012

shareholder agreement

transfer limited to TGA, then JFDI.2012, then JFDI group shareholders, then TradeGecko shareholders

WAIT draft subsequent directors resolutions under 184A – issue and allotment

this is basically done – we have this docset ready.

to issue new shares to everybody who has subscribed

if the members give approval, to give corporate secretary authority to bizfile

fix up 3A using the same ab styling and get it submitted as a change

for 2015a

[#A] reformat all of Table A into the articles of association so we have something that’s submissible to banks and so on

CANCELLED the issue of F shares also needs a preemptive waiver workflow for any shareholders who are not founders.

no they don’t – 115.9 covers this.

[#A] previously incorporated companies to adopt new articles.

CANCELLED [#A] draft paperwork to effect share exchange with Indian shareholders

there are potential complications regarding foreign ownership of Indian companies. for now i have added text to the shareholder agreement to protect new Investors’ interests.

need a combo bold and ucnum character class for the form45.xml

[#A] setup a workflow for each new company to authorise and issue class F shares to the founders.

[#A] setup a workflow for each new company for the directors to authorise the issue of the convertible note to JFDI.

[#A] this will include a resolution for the directors to sign the agreements

the issue of securities to JFDI needs to be preceded by section 161 workflow, with resolutions of directors and members. maybe this only happens at time of conversion or exercise. but better to get it out of the way now.

one of these workflows can be inside the regular Incorporation and the other will have to be separate because they both use the same variables.

add a director’s consent to legalese

update the creation of class f agreements for those teams that have already incorporated. create new sheet for those. create ROLES rows.

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