A Michigan Subscription Agreement is a legally binding contract between a company and an investor, outlining the terms and conditions of the investor's purchase of securities or shares in the company. It is also known as a Stock Subscription Agreement or an Investment Agreement. The main purpose of a Michigan Subscription Agreement is to establish the rights and obligations of both the company and the investor. It is crucial for companies seeking to raise capital by issuing securities or shares to comply with the securities laws of Michigan. This agreement typically includes important details such as the type and number of securities being purchased, the purchase price, any subscription fees or expenses, the payment schedule, representations and warranties made by both parties, and the terms governing the transferability of securities. Additionally, it outlines the conditions under which the investor is entitled to a refund or if there is a right of rescission. Different types of Michigan Subscription Agreements: 1. Common Stock Subscription Agreement: This type of agreement is used when an investor purchases common stock in a company, which represents ownership with voting rights and potential dividends. 2. Preferred Stock Subscription Agreement: In this case, the investor purchases preferred stock, which gives them priority over common stockholders in terms of dividends and liquidation preferences. 3. Convertible Note Subscription Agreement: This agreement is applicable when an investor purchases a convertible note, which initially functions as a debt instrument but can be converted into equity at a later stage. 4. Limited Partnership Subscription Agreement: This form of subscription agreement is used for investments in a limited partnership, where the investor becomes a limited partner and shares in the profits and losses of the partnership. In conclusion, a Michigan Subscription Agreement is a critical document governing the sale of securities or shares by a company to an investor. It ensures transparency, compliance with legal requirements, and protects the interests of both parties involved in the transaction.