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A Subscription letter is a formal document investors use to commit funds when buying shares or other securities in Hong Kong. It spells out the key terms of their investment, including how many shares they're purchasing and at what price. Think of it as a binding promise to invest, complete with the investor's details and payment arrangements.

Local companies and fund managers rely on these letters during capital raising, IPOs, and private placements. The letter must comply with Hong Kong's Securities and Futures Ordinance and typically includes declarations about the investor's status, risk acknowledgments, and specific references to the offering documents. It becomes legally binding once both parties sign it.

Use a Subscription letter when raising capital through share offerings in Hong Kong's markets. This document becomes essential during private placements, IPOs, or any situation where you're bringing in new investors. It's particularly important for startup funding rounds, real estate investment trusts (REITs), and private equity deals.

The timing matters most when you've identified potential investors and need to formalize their commitment. Having these letters ready before your offering period helps streamline the investment process and ensures compliance with SFC regulations. Investment banks and corporate lawyers typically prepare these documents during the pre-launch phase of any securities offering.

• Basic Investment Subscription letter: Standard format for straightforward share purchases, typically used for private company investments and containing essential payment and ownership details
• IPO Subscription letter: More detailed version used during public offerings, including regulatory disclosures and SFC compliance statements
• REIT Subscription letter: Specialized format for real estate investment trusts, featuring property-specific terms and trust structure acknowledgments
• Institutional Investor letter: Enhanced version with sophisticated investor declarations and complex investment terms for large-scale professional investors
• Offshore Fund letter: Tailored for international investments, incorporating cross-border elements and additional compliance requirements

• Investment Banks: Draft and manage Subscription letters during IPOs and private placements, ensuring compliance with SFC requirements
• Corporate Lawyers: Review and customize the letters to protect client interests and meet regulatory standards
• Company Directors: Sign on behalf of the issuing company and oversee the share allocation process
• Investors: Complete and sign these letters to formally commit to purchasing shares or securities
• Compliance Officers: Monitor the subscription process and verify investor declarations meet Hong Kong's securities regulations
• Fund Managers: Handle subscription documentation for investment funds and coordinate with administrators

• Investment Details: Gather exact share quantities, price per share, and total investment amount
• Investor Information: Collect full legal name, contact details, and proof of investor status under SFC guidelines
• Company Documentation: Prepare offering memorandum, corporate authorizations, and share class details
• Payment Terms: Specify payment methods, deadlines, and banking coordinates
• Compliance Checks: Verify anti-money laundering requirements and investor qualification criteria
• Legal Framework: Our platform ensures your Subscription letter includes all mandatory elements under Hong Kong securities law
• Final Review: Cross-check all numbers, dates, and party details before circulation

• Investor Details: Full legal name, address, and professional investor status declaration
• Investment Terms: Number of shares, price per share, and total subscription amount
• Payment Instructions: Bank details, payment deadline, and clearing procedures
• Representations: Investor's eligibility statements and compliance with SFC requirements
• Risk Disclosures: Standard warnings and acknowledgments of investment risks
• Governing Law: Clear statement of Hong Kong jurisdiction and applicable regulations
• Execution Block: Signature spaces, witness requirements, and company chop area
• KYC Provisions: Anti-money laundering and due diligence requirements

A Subscription letter differs significantly from an Acceptance Letter in both purpose and legal effect. While both documents formalize agreements, they serve distinct functions in Hong Kong's business environment.

• Primary Purpose: Subscription letters commit investors to purchasing specific securities, while Acceptance letters confirm agreement to general business proposals or terms
• Legal Framework: Subscription letters must comply with SFC regulations and securities laws; Acceptance letters follow general contract law principles
• Content Requirements: Subscription letters need detailed investment terms, regulatory disclosures, and investor qualifications; Acceptance letters typically contain simpler terms of agreement
• Timing and Effect: Subscription letters create binding investment commitments upon signing; Acceptance letters usually conclude a prior negotiation or offer
• Regulatory Oversight: Subscription letters face stricter regulatory scrutiny and often require compliance verification; Acceptance letters generally don't need regulatory approval