The Letter of Intent Private Equity is a crucial initial document in the Indian private equity investment process, typically used after preliminary discussions but before detailed due diligence and definitive agreements. It serves to memorialize the parties' intentions and establish key commercial parameters while maintaining flexibility for further negotiations. This document is particularly important in the Indian context, where it helps navigate complex regulatory requirements under SEBI guidelines and the Companies Act. The LOI typically includes proposed investment terms, valuation details, exclusivity periods, and conditions for closing, while clearly distinguishing between binding and non-binding provisions. It's an essential tool for protecting both investor and investee interests during the negotiation phase and provides a structured framework for moving towards definitive agreements.
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1. Opening and Parties: Formal letter opening identifying both parties - the PE investor and the target company
2. Introduction: Brief context of the proposed investment and purpose of the letter
3. Investment Overview: Proposed investment amount, valuation, and percentage stake being acquired
4. Key Commercial Terms: Essential deal terms including type of securities, price per share, and payment structure
5. Due Diligence: Scope and process of due diligence investigation
6. Exclusivity: Period during which the target company cannot negotiate with other potential investors
7. Confidentiality: Obligations regarding the confidential treatment of information exchanged
8. Timeline: Proposed schedule for completing due diligence, negotiations, and closing
9. Binding Nature: Clear statement of which provisions are binding and non-binding
10. Closing Conditions: Key conditions that must be met before the investment can be completed
11. Costs and Expenses: Allocation of transaction costs between parties
12. Governing Law: Specification of Indian law as governing law
13. Expiry Date: Validity period of the LOI
14. Signature Block: Space for parties to execute the letter
1. Management Rights: Specific rights requested by PE investor in company management - include when investor seeks active involvement
2. Employee Matters: Key personnel retention and ESOP provisions - include when management retention is crucial
3. Regulatory Approvals: List of required regulatory clearances - include when deal size triggers regulatory oversight
4. External Financing: Details of any debt or external financing arrangements - include when deal involves leveraged buyout
5. Existing Shareholder Rights: Treatment of existing shareholders' rights - include when dealing with multiple rounds of investment
6. Break Fee: Penalties for breaking exclusivity - include in competitive situations
7. Anti-dilution Protection: Provisions protecting investor's stake - include for growth-stage companies
1. Corporate Structure: Current and post-investment shareholding pattern
2. Key Financial Metrics: Summary of important financial indicators and projections
3. Capitalization Table: Detailed breakdown of current and proposed shareholding
4. Due Diligence Checklist: Preliminary list of documents and information required
5. Key Milestones: Detailed timeline of transaction steps and responsibilities
6. Term Sheet Summary: Brief overview of key investment terms for reference
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