Overview of an Approve Additional Fundraising with Convertible Notes
What is an Approve Additional Fundraising with Convertible Notes?
A Directors’ Resolution to Issue Convertible Notes is a resolution to be passed by the directors of a company to approve the issue of convertible notes. This document is for the issue of subsequent rounds of convertible notes of a company that already has a Convertible Note Instrument in place.
There are two options when using a Directors’ Resolution to Issue Convertible Notes:
- if a meeting of the board of directors is convened to address the issue, use the Board Minutes to Issue Convertible Notes; or
- if the board resolution will be passed by way of a written resolution, use the Written Board Resolution to Issue Convertible Notes.
Key points included
- Details of the meeting (if using Board Minutes);
- Date of passing the resolution;
- Details of the investor(s);
- Principal amount of subscription; and
- Company proposal to execute a Convertible Note Instrument.
Notes on signing
- The Board Minutes to Issue Convertible Notes should be signed by the chairperson of the meeting.
- The Written Board Resolution to Issue Convertible Notes should be signed by all the directors.