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Put And Call Option Deed Template for Hong Kong

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Key Requirements PROMPT example:

Put And Call Option Deed

"I need a Put and Call Option Deed for a joint venture in Hong Kong between our technology company and a Chinese manufacturer, where both parties have mutual options to buy out each other's 50% stake at fair market value, exercisable from January 2025."

Document background
The Put And Call Option Deed is a sophisticated legal instrument commonly used in corporate and investment transactions in Hong Kong. It is particularly relevant in joint venture arrangements, investment exits, and strategic business relationships where parties want to establish clear mechanisms for future ownership transfers. The document provides a binding framework for both put options (right to sell) and call options (right to buy), typically used when parties want to create certainty around future exit possibilities or strategic alignments. This deed must comply with Hong Kong's legal framework, including the Securities and Futures Ordinance and Companies Ordinance, and typically includes detailed provisions on exercise periods, pricing mechanisms, completion requirements, and various conditions precedent. It's commonly used in conjunction with shareholders' agreements, investment agreements, or as part of larger corporate restructuring arrangements.
Suggested Sections

1. Parties: Identification of the parties to the deed including the Grantor and Grantee of the options

2. Background: Context of the transaction, including details of the underlying assets and relationship between parties

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the deed

4. Grant of Options: Core provisions establishing the put and call options and their basic terms

5. Option Period: Specification of the duration during which each option may be exercised

6. Option Price: Details of the consideration payable upon exercise of either option

7. Exercise of Options: Procedures and requirements for validly exercising either option

8. Completion: Obligations and procedures for completing the transfer following option exercise

9. Representations and Warranties: Standard representations and warranties from each party

10. Confidentiality: Obligations regarding confidential information

11. Notices: Process for giving valid notices under the deed

12. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, etc.

Optional Sections

1. Security Arrangements: Required if there is any security being provided for the obligations under the options

2. Third Party Rights: Required if any third parties are intended to have enforcement rights under the deed

3. Tax Provisions: Detailed tax provisions required if there are specific tax implications to be addressed

4. Regulatory Compliance: Required if the transaction involves regulated entities or activities

5. Pre-emptive Rights: Required if there are any pre-emptive rights to be preserved or addressed

6. Non-Competition: Required if there are restrictions on competition to be included

7. Drag and Tag Rights: Required if there are associated drag-along or tag-along rights

Suggested Schedules

1. Schedule 1 - Form of Put Option Notice: Template notice for exercising the put option

2. Schedule 2 - Form of Call Option Notice: Template notice for exercising the call option

3. Schedule 3 - Details of the Option Assets: Detailed description of the assets subject to the options

4. Schedule 4 - Completion Requirements: Detailed list of actions and documents required at completion

5. Schedule 5 - Warranties: Detailed warranties given by the parties

6. Appendix A - Calculation of Option Price: If applicable, detailed methodology for calculating the option price

7. Appendix B - Required Consents: List of third party or regulatory consents required

Authors

Alex Denne

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

Relevant legal definitions























































Clauses

































Relevant Industries

Financial Services

Private Equity

Investment Banking

Real Estate

Manufacturing

Technology

Retail

Infrastructure

Energy

Healthcare

Professional Services

Telecommunications

Relevant Teams

Legal

Finance

Corporate Development

Mergers & Acquisitions

Investment

Treasury

Compliance

Risk Management

Corporate Secretarial

Business Development

Strategy

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Investment Director

Legal Counsel

Corporate Lawyer

Investment Manager

Fund Manager

Transaction Manager

Business Development Director

Commercial Director

Company Secretary

Risk Manager

Compliance Officer

Private Equity Partner

M&A Director

Corporate Development Manager

Treasury Manager

Industries







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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