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Revenue Sharing Investment Agreement for Singapore

Revenue Sharing Investment Agreement Template for Singapore

A Revenue Sharing Investment Agreement under Singapore law establishes the terms and conditions for an investment where returns are based on the company's revenue performance. The agreement follows Singapore's legal framework, incorporating requirements from the Companies Act and Securities and Futures Act, while defining the revenue sharing mechanism, payment terms, and parties' rights and obligations. It provides a structured approach to alternative investment arrangements, particularly suitable for businesses seeking growth capital without traditional equity dilution.

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What is a Revenue Sharing Investment Agreement?

The Revenue Sharing Investment Agreement serves as a critical legal framework for alternative investment structures in Singapore's business environment. This document is particularly relevant when companies seek growth capital without traditional equity dilution, offering investors returns based on future revenue performance. The agreement comprehensively addresses investment terms, revenue calculations, reporting requirements, and regulatory compliance under Singapore law. It's commonly used by startups and growing businesses looking for flexible financing options, while providing investors with potential upside through ongoing revenue sharing arrangements.

What sections should be included in a Revenue Sharing Investment Agreement?

1. Parties: Identification of all parties to the agreement

2. Background: Context and purpose of the investment arrangement

3. Definitions: Key terms used throughout the agreement

4. Investment Terms: Amount, payment terms, and investment structure

5. Revenue Sharing Mechanism: Calculation method, payment frequency, and reporting requirements

6. Rights and Obligations: Responsibilities of each party

7. Term and Termination: Duration and conditions for ending the agreement

8. Governing Law and Jurisdiction: Applicable law and dispute resolution

What sections are optional to include in a Revenue Sharing Investment Agreement?

1. Security Arrangements: Additional provisions for collateral or guarantees when security is required for the investment

2. Board Representation: Provisions for investor's rights to board participation, typically used for larger investments with governance rights

3. Information Rights: Additional reporting and inspection rights for enhanced investor oversight

4. Exit Provisions: Specific terms for early exit or buyout mechanisms when parties require defined exit options

What schedules should be included in a Revenue Sharing Investment Agreement?

1. Schedule 1: Investment Amount and Payment Terms: Detailed breakdown of investment structure

2. Schedule 2: Revenue Sharing Calculation: Formula and examples of revenue share calculations

3. Schedule 3: Financial Projections: Business forecasts and assumptions

4. Schedule 4: Reporting Template: Standard format for periodic financial reports

5. Appendix A: Company Information: Corporate details and structure

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Singapore

Publisher

Genie AI

Cost

Free to use
Relevant legal definitions



























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Industries

Companies Act (Chapter 50): Primary legislation governing company formation, management, operations, shareholder rights and corporate structures. Essential for establishing investment terms and ensuring corporate compliance in the agreement.

Securities and Futures Act (Chapter 289): Regulates investment products and securities. Relevant if the revenue sharing agreement constitutes a securities offering, including requirements for disclosure and investor protection.

Contract Law (Application of Laws) Act: Based on English common law principles, governs the formation and enforcement of contracts. Fundamental for structuring and enforcing the agreement terms.

Income Tax Act: Addresses tax implications of revenue sharing arrangements, treatment of investment returns, and withholding tax obligations.

Personal Data Protection Act 2012: Governs the collection and processing of personal data, ensuring privacy and data protection compliance in the agreement execution.

Competition Act: Ensures revenue sharing arrangements don't violate competition laws, particularly relevant for certain industry sectors.

Industry-Specific Regulations: Depending on the business sector involved, additional regulatory requirements may apply to the revenue sharing arrangement.

MAS Guidelines: Monetary Authority of Singapore guidelines applicable if the investment structure falls under financial services regulation, including compliance with investment guidelines and restrictions.

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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