Expenses of registration clause: Copy, customize, and use instantly

Introduction

An expenses of registration clause outlines which party is responsible for the costs associated with registering securities or other assets, typically in the context of a public offering, regulatory compliance, or asset transfer. It ensures clarity on the allocation of these expenses, reducing the risk of disputes.

Below are templates for expenses of registration clauses tailored to different scenarios. Copy, customize, and insert them into your agreement.

Registration expenses borne by issuer

This variation applies when the issuer is responsible for all registration expenses.

The issuer shall bear all expenses associated with the registration of securities under this Agreement, including filing fees, legal fees, accounting fees, and printing costs, but excluding any underwriter’s discounts or commissions.

Registration expenses split between parties

This variation divides registration expenses between the issuer and the investor.

The issuer and the investor shall each bear [percentage]% of the expenses incurred in connection with the registration of securities under this Agreement, including filing fees, legal fees, and other costs, unless otherwise agreed in writing.

Registration expenses excluded for investors

This variation applies when investors are not responsible for any registration costs.

All expenses related to the registration of securities, including filing fees, legal and accounting fees, and printing costs, shall be borne solely by the issuer. Investors shall not be responsible for any registration-related expenses.

Registration expenses allocated to underwriter

This variation assigns specific registration-related costs to the underwriter.

Any underwriting fees, discounts, or commissions arising from the registration and offering of securities under this Agreement shall be borne solely by the underwriter, while the issuer shall cover all other registration expenses.

Registration expenses reimbursed by investor

This variation requires the investor to reimburse specific registration expenses.

The investor shall reimburse the issuer for [specified percentage]% of the expenses incurred in connection with the registration of securities, including filing and legal fees, within [specified time frame] after the registration is completed.

Registration expenses for multiple registrations

This variation addresses expense allocation for multiple registrations.

For each registration under this Agreement, the issuer shall bear all initial registration expenses, and subsequent expenses for amendments or additional filings shall be shared equally between the issuer and the investor.

Registration expenses for withdrawn offering

This variation applies when the offering is withdrawn, and expenses are allocated.

If the registration or offering is withdrawn for reasons other than a material breach by the issuer, the issuer shall bear all expenses incurred up to the date of withdrawal. If withdrawn due to investor action, the investor shall reimburse the issuer for [specified percentage]% of the expenses.

Registration expenses for shelf registration

This variation specifies expense allocation for shelf registrations.

All expenses related to the filing and maintenance of a shelf registration statement, including legal, accounting, and filing fees, shall be borne by the issuer, with the exception of selling expenses, which shall be the responsibility of the investors.

Registration expenses for regulatory updates

This variation applies when updates are required to meet regulatory changes.

Expenses incurred to update or amend the registration statement due to changes in regulatory requirements shall be borne solely by the issuer, unless such changes result from the investor’s actions or requests.

Registration expenses for secondary offerings

This variation specifies the allocation of expenses in secondary offerings.

The issuer shall bear all expenses related to the registration of securities for secondary offerings, including filing fees and legal costs, while the selling stockholders shall bear all underwriting fees and selling commissions.

Registration expenses for private placement registrations

This variation addresses expenses related to private placement registrations.

The issuer shall bear all expenses associated with registering securities for private placement, including legal and filing fees, but the investors shall bear their respective due diligence and advisory costs.

Registration expenses for post-registration amendments

This variation applies to amendments filed after the initial registration.

The issuer shall bear all expenses associated with filing post-registration amendments, including filing fees and legal costs, provided that such amendments are not caused by the investor’s actions or omissions.

Registration expenses for joint registrations

This variation outlines the expense allocation for joint registrations.

In the case of joint registrations, each party shall bear its proportional share of the registration expenses based on the number of securities being registered by each party, unless otherwise agreed in writing.

Registration expenses capped by agreement

This variation sets a cap on the issuer’s responsibility for registration expenses.

The issuer’s obligation to bear registration expenses under this Agreement shall not exceed [specified amount]. Any expenses exceeding this cap shall be shared equally between the issuer and the investors.

Registration expenses reimbursed after offering

This variation provides for expense reimbursement after a successful offering.

The issuer shall initially bear all registration expenses, including filing and legal fees. Upon the completion of a successful offering, the investors shall reimburse the issuer for [specified percentage]% of the total expenses.

Registration expenses for international registrations

This variation applies to registrations in multiple jurisdictions.

The issuer shall bear all expenses incurred for registering securities in multiple jurisdictions, including local filing fees, translation costs, and legal fees, while investors shall bear any local taxes or duties.

Registration expenses for spin-off transactions

This variation addresses expense allocation in spin-off registrations.

The parent company shall bear all registration expenses related to the spin-off transaction, including filing and advisory fees, while the subsidiary shall bear any post-registration compliance costs.

Registration expenses for delayed filings

This variation specifies responsibility for delays in registration filings.

Any additional expenses incurred due to delayed filings caused by the issuer shall be borne solely by the issuer. Delays caused by investors shall result in such investors bearing [specified percentage]% of the additional expenses.

Registration expenses for escrow agreements

This variation applies when registration expenses are associated with escrow arrangements.

All expenses related to the registration of securities held in escrow, including filing and legal fees, shall be borne by the issuer, while the escrow agent’s fees shall be shared equally between the issuer and the investors.

Registration expenses for supplemental filings

This variation applies when supplemental filings are required post-registration.

The issuer shall bear all expenses incurred in preparing and submitting supplemental filings, including legal, accounting, and administrative costs, unless such filings are necessitated by an investor’s actions.

Registration expenses for terminated agreements

This variation addresses expense allocation when the agreement is terminated before registration is complete.

If this Agreement is terminated prior to the completion of registration, the issuer shall bear all expenses incurred up to the date of termination, except where termination is caused by the investor, in which case the investor shall reimburse the issuer for [specified percentage]% of the costs.

Registration expenses for equity incentive plans

This variation applies to the registration of securities under equity incentive plans.

The issuer shall bear all expenses related to the registration of securities under equity incentive plans, including legal and filing fees, while the participants in the plan shall cover any personal tax obligations.

Registration expenses for special purpose vehicles (SPVs)

This variation addresses expense allocation when securities are registered through SPVs.

All expenses related to the registration of securities through a special purpose vehicle, including filing fees, legal fees, and accounting costs, shall be borne by the issuer, with no costs allocated to the SPV investors.

Registration expenses for convertible securities

This variation applies to the registration of convertible securities.

The issuer shall bear all expenses related to the registration of convertible securities, including legal, filing, and advisory fees, while the investors shall bear any costs related to the conversion process.

Registration expenses for rights offerings

This variation addresses costs associated with rights offerings.

The issuer shall bear all expenses related to the registration of securities for rights offerings, including preparation and filing fees, while shareholders participating in the offering shall bear any subscription-related costs.

Registration expenses for preemptive rights

This variation applies to the registration of securities under preemptive rights provisions.

All expenses incurred in connection with the registration of securities under preemptive rights provisions, including legal and administrative costs, shall be borne solely by the issuer.

Registration expenses for secondary market registrations

This variation addresses costs for registering securities for secondary market trading.

The issuer shall bear all expenses associated with the registration of securities for secondary market trading, excluding any brokerage fees or commissions, which shall be borne by the investors.

Registration expenses for non-compliance corrections

This variation applies when additional expenses are incurred to address non-compliance issues.

Any expenses incurred to correct non-compliance issues during the registration process shall be borne solely by the issuer, provided the non-compliance was not caused by the investor’s actions.

Registration expenses for accelerated filings

This variation addresses costs incurred for expedited registration filings.

The issuer shall bear the standard registration expenses under this Agreement, while any additional costs for expedited or accelerated filings shall be shared equally between the issuer and the investors.

Registration expenses for mutual fund registrations

This variation applies to the registration of mutual fund securities.

The mutual fund issuer shall bear all expenses associated with the registration of its securities, including legal, filing, and marketing costs, while fund investors shall bear their individual subscription fees.

Registration expenses for crowdfunding securities

This variation addresses costs associated with registering securities for crowdfunding.

The issuer shall bear all expenses related to the registration of securities offered through crowdfunding platforms, including compliance and platform fees, with no costs allocated to individual investors.

Registration expenses for regulatory disputes

This variation applies when expenses arise due to regulatory disputes during registration.

The issuer shall bear all expenses associated with resolving regulatory disputes related to the registration of securities, including legal and administrative costs, unless the disputes are caused by investor actions.

Registration expenses for co-registrations

This variation addresses cost-sharing for co-registered securities.

In cases where securities are co-registered by multiple issuers, each issuer shall bear its proportional share of the registration expenses based on the number of securities registered.

Registration expenses for follow-on offerings

This variation applies to the registration of securities for follow-on offerings.

The issuer shall bear all expenses related to the registration of securities for follow-on offerings, including filing and advisory fees, while investors shall bear any underwriter commissions or related costs.

Registration expenses for related party transactions

This variation addresses expenses incurred in registering securities for related party transactions.

The issuer shall bear all expenses associated with registering securities for related party transactions, including legal and compliance costs, while the related party shall bear any additional costs specific to its role.

Registration expenses for escrow releases

This variation applies when expenses are incurred for escrow-related registrations.

The issuer shall bear all expenses related to the registration of securities held in escrow, including any filing and administrative fees, while the costs for releasing escrowed funds shall be borne by the investors.

Registration expenses for amendments after approval

This variation addresses costs incurred for amendments filed post-approval.

All expenses associated with filing amendments to the registration statement after its initial approval, including legal and compliance fees, shall be borne solely by the issuer.

Registration expenses for securities issued as dividends

This variation applies to the registration of securities issued as dividends.

The issuer shall bear all expenses related to the registration of securities issued as dividends, including preparation and filing fees, while shareholders shall not bear any costs associated with the registration.

Registration expenses for fractional shares

This variation applies to expenses incurred for registering fractional shares.

The issuer shall bear all expenses associated with the registration of fractional shares, including filing, legal, and administrative fees, while investors shall bear the costs of consolidating or selling fractional entitlements.

Registration expenses for debt instruments

This variation addresses the costs of registering debt instruments.

The issuer shall bear all expenses related to the registration of debt instruments, including legal, accounting, and compliance costs, while bondholders shall cover any transaction fees related to bond trading.

Registration expenses for employee stock purchase plans

This variation applies to the registration of securities under employee stock purchase plans.

The issuer shall bear all expenses associated with the registration of securities offered under employee stock purchase plans, including preparation and filing fees, while participating employees shall cover any personal tax liabilities.

Registration expenses for public-private partnerships

This variation addresses expense allocation for securities issued in public-private partnerships.

All registration expenses related to securities issued under public-private partnerships, including legal and filing costs, shall be borne by the issuer, with no cost allocation to public sector entities.

Registration expenses for spin-out entities

This variation applies when expenses are incurred for registering securities of spin-out entities.

The parent company shall bear all expenses related to the registration of securities for spin-out entities, while the spin-out entity shall bear any post-registration compliance costs.

Registration expenses for restructuring-related offerings

This variation addresses costs incurred during restructuring-related securities offerings.

The issuer shall bear all expenses related to the registration of securities issued as part of a restructuring plan, including filing and advisory fees, while creditors receiving such securities shall not be charged for the registration process.

Registration expenses for subscription-based models

This variation applies to securities registered under subscription-based business models.

The issuer shall bear all registration expenses associated with securities issued under subscription-based models, including compliance and filing costs, while subscribers shall bear their own transaction-related fees.

Registration expenses for underwritten secondary offerings

This variation addresses expense allocation in underwritten secondary offerings.

The issuer shall bear the registration expenses, including legal and filing fees, while the underwriter and selling shareholders shall bear underwriting discounts and commissions.

Registration expenses for private equity exits

This variation applies to expenses incurred during private equity exit registrations.

The portfolio company shall bear all expenses related to the registration of securities during a private equity exit, including compliance and legal fees, while private equity investors shall bear the costs of their own advisors.

Registration expenses for tokenized assets

This variation addresses costs associated with registering tokenized securities.

The issuer shall bear all expenses related to the registration of tokenized securities, including blockchain compliance and legal fees, while token holders shall bear transaction fees for token transfers.

Registration expenses for regional regulatory filings

This variation applies to securities registrations requiring compliance with regional regulations.

The issuer shall bear all expenses related to regional regulatory filings for securities, including local filing and translation costs, while regional investors shall bear any applicable local taxes or duties.

Registration expenses for equity carve-outs

This variation addresses the allocation of expenses in equity carve-out transactions.

The parent company shall bear all registration expenses for securities issued in equity carve-outs, while the newly carved-out entity shall bear ongoing compliance costs.

Registration expenses for joint venture securities

This variation applies when securities are registered for joint ventures.

All expenses associated with the registration of securities issued under a joint venture shall be borne equally by the joint venture partners, unless otherwise agreed in writing.

Registration expenses for ADR programs

This variation addresses costs associated with the registration of American Depository Receipts (ADRs).

The issuer shall bear all expenses related to the registration of ADRs, including legal, compliance, and filing fees, while depository institutions shall bear operational costs.

Registration expenses for green bond offerings

This variation applies to the registration of green bonds.

The issuer shall bear all expenses related to the registration of green bonds, including sustainability certifications, legal fees, and filing costs, while bondholders shall not bear any registration-related expenses.

Registration expenses for capital reduction filings

This variation addresses expenses incurred during registration filings related to capital reduction.

The issuer shall bear all expenses associated with registering securities as part of a capital reduction plan, including legal, accounting, and filing fees.

Registration expenses for asset-backed securities

This variation applies to the registration of asset-backed securities.

The issuer shall bear all expenses associated with the registration of asset-backed securities, including compliance and due diligence costs, while investors shall bear their own advisory fees.

Registration expenses for pre-IPO shareholder agreements

This variation addresses registration expenses linked to pre-IPO shareholder agreements.

The issuer shall bear all expenses related to the registration of securities issued under pre-IPO shareholder agreements, while participating shareholders shall bear their own legal advisory costs.

Registration expenses for multijurisdictional disclosures

This variation applies when securities are registered in multiple jurisdictions with differing disclosure requirements.

The issuer shall bear all expenses associated with multijurisdictional disclosure filings, including translation, legal, and administrative costs, while investors shall bear any local transaction fees.

Registration expenses for securities issued in mergers

This variation addresses expenses incurred for registering securities issued during mergers.

The acquiring company shall bear all registration expenses, including legal and compliance fees, for securities issued as consideration in a merger, while the target company shall bear any internal advisory costs related to the transaction.

Registration expenses for crowdfunding platforms

This variation applies to securities offered through crowdfunding platforms.

The issuer shall bear all expenses related to the registration of securities on crowdfunding platforms, including platform fees, legal costs, and regulatory compliance expenses, while individual investors shall not bear any registration-related costs.

Registration expenses for shelf offerings

This variation addresses costs incurred for maintaining a shelf registration.

The issuer shall bear all expenses associated with the filing and upkeep of a shelf registration, including periodic updates, legal fees, and compliance costs, while selling stockholders shall bear any underwriting fees or commissions.

Registration expenses for cross-border offerings

This variation applies to securities registered in multiple countries for cross-border offerings.

The issuer shall bear all expenses related to cross-border registrations, including legal, translation, and filing fees, while investors shall bear any taxes or fees required in their respective jurisdictions.

Registration expenses for employee benefit trust securities

This variation addresses costs associated with securities issued under employee benefit trusts.

The issuer shall bear all expenses related to the registration of securities issued under employee benefit trusts, including legal, compliance, and filing fees, while trustees shall bear their own administrative costs.

Registration expenses for spin-off IPOs

This variation applies when securities are registered for spin-off IPOs.

The parent company shall bear all expenses related to the registration of securities for a spin-off IPO, including underwriting fees, legal costs, and filing expenses, while the spin-off entity shall bear any post-IPO compliance costs.

Registration expenses for ESG-compliant securities

This variation addresses costs incurred for registering ESG-compliant securities.

The issuer shall bear all expenses related to the registration of ESG-compliant securities, including sustainability certifications, legal fees, and compliance costs, while investors shall not bear any additional expenses.

Registration expenses for PIPE transactions

This variation applies to expenses incurred during private investment in public equity (PIPE) transactions.

The issuer shall bear all expenses associated with the registration of securities for PIPE transactions, including legal, compliance, and filing fees, while private investors shall cover their own due diligence and advisory costs.

Registration expenses for secondary market ADRs

This variation addresses costs for registering ADRs in secondary markets.

The issuer shall bear all expenses related to the registration of ADRs for secondary market trading, including depository fees, legal costs, and compliance expenses.

Registration expenses for regulatory dispute resolution

This variation applies when additional costs are incurred due to regulatory disputes during registration.

The issuer shall bear all expenses related to resolving regulatory disputes, including legal and administrative costs, unless the dispute arises from investor actions.

Registration expenses for equity-linked notes

This variation addresses costs incurred for registering equity-linked notes.

The issuer shall bear all expenses associated with the registration of equity-linked notes, including legal, compliance, and filing fees, while noteholders shall not bear any registration-related costs.

Registration expenses for rights-based offerings

This variation applies to securities registered for rights-based offerings.

The issuer shall bear all expenses related to the registration of securities for rights-based offerings, including filing, legal, and administrative fees, while investors shall bear their subscription-related costs.

Registration expenses for cooperative agreements

This variation addresses expenses incurred for securities registered under cooperative agreements.

All registration expenses associated with securities issued under cooperative agreements, including legal, filing, and compliance fees, shall be borne by the issuer, with no costs allocated to cooperative members.

Registration expenses for multistate filings

This variation applies to securities registered across multiple states.

The issuer shall bear all expenses related to multistate filings for securities registration, including legal, compliance, and administrative fees, while investors shall bear any applicable state-specific taxes or fees.

Registration expenses for preferred shares

This variation addresses costs incurred for registering preferred shares.

The issuer shall bear all expenses related to the registration of preferred shares, including filing fees, legal costs, and compliance expenses, while preferred shareholders shall not bear any registration-related costs.

Registration expenses for strategic partner equity

This variation applies to expenses incurred for registering securities issued to strategic partners.

The issuer shall bear all expenses associated with the registration of securities issued to strategic partners, including legal and filing fees, while the strategic partners shall cover their own advisory costs.

Registration expenses for legacy shareholders

This variation addresses costs for registering securities held by legacy shareholders.

The issuer shall bear all expenses related to the registration of securities held by legacy shareholders, including legal, compliance, and filing fees, while the legacy shareholders shall bear their own tax obligations.

Registration expenses for high-yield bonds

This variation applies to expenses incurred for registering high-yield bonds.

The issuer shall bear all expenses associated with the registration of high-yield bonds, including underwriting fees, legal costs, and filing expenses, while bondholders shall not bear any registration-related costs.

Registration expenses for venture-backed IPOs

This variation addresses costs incurred during venture-backed IPO registrations.

The portfolio company shall bear all expenses related to the registration of securities for a venture-backed IPO, including legal, compliance, and filing fees, while venture capital firms shall bear their own advisory costs.

Registration expenses for debt-to-equity conversions

This variation applies to expenses incurred during the registration of securities resulting from debt-to-equity conversions.

The issuer shall bear all expenses related to the registration of securities issued through debt-to-equity conversions, including legal and compliance costs, while creditors shall bear their own advisory and tax costs.

Registration expenses for convertible bond registrations

This variation applies when expenses are incurred for registering convertible bonds.

The issuer shall bear all expenses associated with the registration of convertible bonds, including legal, filing, and compliance fees, while bondholders shall bear the costs of conversion.

Registration expenses for hybrid securities

This variation addresses costs incurred for registering hybrid securities.

The issuer shall bear all expenses related to the registration of hybrid securities, including legal, compliance, and filing fees, while hybrid security holders shall not bear any registration-related costs.

Registration expenses for cross-listings

This variation applies to expenses for securities listed on multiple exchanges.

The issuer shall bear all expenses related to the cross-listing of securities, including filing fees, legal costs, and translation expenses, while investors shall bear their own trading-related costs.

Registration expenses for regulatory non-compliance remedies

This variation addresses costs incurred to correct regulatory non-compliance during registration.

The issuer shall bear all expenses related to resolving regulatory non-compliance issues, including legal and administrative fees, unless the non-compliance arises due to investor actions.

Registration expenses for preemptive rights securities

This variation applies to the registration of securities issued under preemptive rights.

The issuer shall bear all expenses associated with the registration of securities issued under preemptive rights, including filing fees and legal costs, while shareholders shall bear their subscription-related costs.

Registration expenses for ESG-focused offerings

This variation addresses expenses incurred for registering ESG-focused securities.

The issuer shall bear all expenses related to the registration of ESG-focused securities, including sustainability verification, legal, and filing fees, while investors shall not bear any additional costs.

Registration expenses for blockchain-based assets

This variation applies to expenses incurred for registering blockchain-based securities.

The issuer shall bear all expenses related to the registration of blockchain-based securities, including compliance and legal fees, while token holders shall bear their transaction-related costs.

Registration expenses for co-investment opportunities

This variation addresses costs for registering securities offered in co-investment arrangements.

The issuer shall bear all expenses associated with the registration of co-investment securities, including filing, compliance, and legal fees, while co-investors shall bear their advisory and transactional costs.

Registration expenses for alternative investment funds

This variation applies to expenses for registering securities issued by alternative investment funds.

The fund manager shall bear all expenses related to the registration of securities issued by alternative investment funds, including legal, compliance, and administrative fees, while fund investors shall bear their individual advisory costs.

Registration expenses for SPAC transactions

This variation addresses costs incurred during SPAC-related securities registrations.

The SPAC sponsor shall bear all expenses associated with the registration of securities during the SPAC transaction, including underwriting fees, legal costs, and filing expenses.

Registration expenses for warrants and options

This variation applies to expenses incurred for registering warrants and options.

The issuer shall bear all expenses related to the registration of warrants and options, including filing and compliance fees, while holders shall bear any costs associated with exercising these instruments.

Registration expenses for debt restructuring

This variation addresses costs incurred during the registration of securities issued in debt restructuring.

The issuer shall bear all expenses related to the registration of securities issued as part of a debt restructuring plan, including compliance, legal, and filing fees, while creditors shall not bear any registration-related costs.

Registration expenses for international IPOs

This variation applies to expenses for securities registered during international initial public offerings.

The issuer shall bear all expenses associated with international IPO registrations, including translation, filing, and compliance fees, while global investors shall bear their respective local taxes and transactional costs.

Registration expenses for dividend reinvestment plans

This variation addresses costs incurred for registering securities under dividend reinvestment plans.

The issuer shall bear all expenses related to the registration of securities issued under dividend reinvestment plans, including legal and filing fees, while shareholders shall bear any administrative costs for participation.

Registration expenses for charitable securities offerings

This variation applies to expenses incurred for securities issued as part of charitable offerings.

The issuer shall bear all expenses related to the registration of securities issued for charitable purposes, including legal and compliance costs, while donors shall not bear any registration-related expenses.

Registration expenses for crowdfunding campaigns

This variation addresses costs for securities offered through crowdfunding platforms.

The issuer shall bear all expenses related to the registration of securities offered through crowdfunding campaigns, including platform fees, compliance, and filing costs, while individual backers shall not bear any registration-related costs.

Registration expenses for tokenized real estate

This variation applies to expenses incurred for registering tokenized real estate securities.

The issuer shall bear all expenses associated with the registration of tokenized real estate securities, including blockchain compliance and legal fees, while token holders shall bear transaction-related costs.

Registration expenses for mergers and acquisitions

This variation addresses costs for registering securities issued during M&A transactions.

The acquirer shall bear all expenses related to the registration of securities issued in connection with a merger or acquisition, including legal, compliance, and filing fees, while target company shareholders shall not bear any registration-related costs.

Registration expenses for distressed asset offerings

This variation applies to expenses for securities registered in distressed asset transactions.

The issuer shall bear all expenses related to the registration of securities issued as part of distressed asset transactions, including legal, compliance, and filing fees, while investors shall bear their own advisory costs.

Registration expenses for early-stage funding rounds

This variation addresses costs incurred for registering securities in early-stage funding.

The startup issuer shall bear all expenses associated with the registration of securities in early-stage funding rounds, including filing, legal, and compliance fees, while venture investors shall bear their own due diligence costs.

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This article contains general legal information and does not contain legal advice. Cobrief is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.