Updated 23.05.2024

Debt-equity swap agreement 

An individual or company converts its claim against a UK company into share capital.

Use this contract: 

  • If you have a claim against a limited company incorporated in the United Kingdom.
  • Whether or not you are already a shareholder or partner in the company.
  • Whether the claim is in pounds or a foreign currency.
  • To convert all or part of the claim into the company’s share capital, which may or may not have to be increased accordingly, with an additional issue.



This agreement is governed by laws of England and Wales and complies with financial regulations 

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Protect yourself legally with the following options: 

  • Introduction of a condition precedent to conversion to be satisfied by the company or the creditor. 
  • Possibility of issuing, selling or buying back and reselling shares to satisfy the creditor. 
  • Imposition of a final deadline for everything to be formalised, registered and any necessary authorisations to be obtained, failing which the debt will have to be repaid. 
  • Stipulation of restrictions and privileges on the shares, as well as indication of the paid-up amount of the capital in the event of partial payment. 
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