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Equity Commitment Letter Template for New Zealand

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Key Requirements PROMPT example:

Equity Commitment Letter

"I need an Equity Commitment Letter for a NZD 50 million investment in a renewable energy project in Auckland, where our private equity firm will be the lead investor with potential co-investors, to be signed by March 2025."

Document background
The Equity Commitment Letter is a fundamental document in New Zealand investment transactions, particularly in private equity, M&A, and significant corporate investments. It is typically used when an investor or consortium needs to provide formal assurance of their ability and intention to fund a transaction. The document, governed by New Zealand law and subject to local regulatory requirements including the Financial Markets Conduct Act 2013, serves as a bridge between initial investment discussions and final transaction documentation. An Equity Commitment Letter includes critical details such as commitment amount, funding conditions, timing, and termination rights, providing security to transaction counterparties while protecting investors through carefully structured conditions precedent. The document is particularly important in transactions where there is a time gap between commitment and funding, or where third-party reliance on the funding commitment is required.
Suggested Sections

1. Date and Parties: Identifies the date of the letter and the key parties - typically the equity provider(s), the target company, and any other relevant parties such as the lead investor or transaction counterparty

2. Background/Context: Brief description of the proposed transaction or investment that necessitates the equity commitment

3. Commitment Amount: Clear statement of the specific amount of equity being committed and the form of the investment (e.g., ordinary shares, preferred shares)

4. Purpose of Commitment: Specific description of how the committed funds will be used

5. Conditions to Funding: Key conditions that must be satisfied before the commitment becomes binding or before funds must be provided

6. Timing of Funding: Specifics about when and how the committed funds will be provided

7. Termination Provisions: Circumstances under which the commitment may terminate or expire

8. Governing Law: Specification of New Zealand law as governing law and relevant jurisdiction

9. Signature Block: Execution section including date and authorized signatories

Optional Sections

1. Representations and Warranties: Basic representations about authority to enter into the commitment and validity of obligations. Include when dealing with institutional investors or complex transactions

2. Confidentiality: Provisions regarding confidential treatment of the letter and its terms. Include when not covered by a separate confidentiality agreement

3. Assignment: Restrictions on transfer or assignment of the commitment. Include when there are multiple investors or complex transaction structures

4. Regulatory Approvals: Discussion of any required regulatory approvals. Include when the investment requires overseas investment office approval or other regulatory consents

5. Fee and Expense Reimbursement: Provisions regarding transaction costs and who bears them. Include in larger transactions or when market practice requires

Suggested Schedules

1. Form of Funding Notice: Template notice to be used when calling for the committed funds

2. Key Transaction Terms: Summary of the key terms of the proposed investment or transaction

3. Corporate Authority Evidence: Requirements for evidence of corporate authority to enter into the commitment

4. Sources and Uses: Detailed breakdown of funding sources and intended uses, if the transaction involves multiple funding sources

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 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

Private Equity

Venture Capital

Real Estate

Infrastructure

Technology

Healthcare

Manufacturing

Financial Services

Energy

Telecommunications

Retail

Agriculture

Mining and Resources

Professional Services

Media and Entertainment

Relevant Teams

Legal

Finance

Corporate Development

Investment

Risk and Compliance

Treasury

Executive Leadership

Board of Directors

Mergers and Acquisitions

Private Equity

Strategy

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Investment Director

Corporate Development Manager

General Counsel

Legal Counsel

Investment Manager

Private Equity Partner

Transaction Manager

Finance Director

Portfolio Manager

Risk Manager

Compliance Officer

Company Secretary

Board Director

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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