Board Resolutions: Issuance and Sale of Convertible Notes under a Note Purchase Agreement
Summary
This board resolutions template includes board resolutions to approve the issuance and sale of convertible notes pursuant to a note purchase agreement in the seed-stage financing of a startup company. This template includes practical guidance, drafting notes, alternate clauses, and optional clauses. A convertible note is a loan with interest that converts into preferred or common stock upon certain events. Early stage companies use convertible notes in place of equity for early seed financing before their initial preferred stock financing. These resolutions may be customized for many different types of note financing transactions, including subordinated notes, secured notes, or notes issued together with warrants, but should be tailored to reflect the specific details of the contemplated financing. For further information on various seed financing options, including simple agreements for future equity (SAFEs) and convertible notes, see Seed Financing Options Checklist, Seed Financing: ...