# Capital paths and conditions worksheet

Andrew David W.Y. · T04 exercise material 02

Here, “defer” means defer the proposed capital action, not stop operations or suspend obligations that must be fulfilled. Continuing operations, evidence gathering and capital arrangements may combine or run in parallel.

Author/group: ____________ Version/date: ____________

Actual evidence or fictional exercise statements: ____________ Review scope: ____________

A work-organization template. Completing it does not create a case-specific legal opinion, market permission or investment decision.

## A. Purposes and constraints

| Item | This round's record | Evidence / Unknowns |
| --- | --- | --- |
| Specific operating problem | ______ | ______ |
| Use of funds or capital instruments | ______ | ______ |
| Who needs funds; who conducts business | ______ | ______ |
| Timing needs and affordable costs | ______ | ______ |
| Existing operations, governance and financial base | ______ | ______ |
| Shareholders, dilution and long-term duties | ______ | ______ |
| Alternatives to entering/continuing the public path now | ______ | ______ |
| Facts that would trigger reassessment | ______ | ______ |

A ticker, market-value target or expected price cannot replace funding uses and operating tasks.

## B. Compare complete proposals

Define proposals before comparison. IPO, RTO and market names are not three options on the same dimension.

| Common basis / Condition | Plan A | Plan B | If needed: deferral/other arrangement |
| --- | --- | --- | --- |
| Issuer/business/asset scope | ______ | ______ | ______ |
| Applicable status, jurisdiction and reporting system | ______ | ______ | ______ |
| Issuance/transaction method | ______ | ______ | ______ |
| Target venue and eligibility | ______ | ______ | ______ |
| Financing instrument, investors and closing | ______ | ______ | ______ |
| Gross proceeds, costs, restrictions and net-usable-funds basis | ______ | ______ | ______ |
| Control, dilution and share-resale conditions | ______ | ______ | ______ |
| One-off/ongoing cost scope | ______ | ______ | ______ |
| Assumptions/dependencies for timing estimates | ______ | ______ | ______ |
| Key unknowns, evidence needs and risks | ______ | ______ | ______ |
| Why retained or not selected now | ______ | ______ | ______ |
| Recomparison triggers | ______ | ______ | ______ |

Without evidence for amounts/time, write unconfirmed rather than fabricate calculations. Record quotations, market eligibility, issuance fundraising and shareholder exit separately.

## C. Conditions and evidence ledger

Rows may stand independently; order depends on the proposal. Statuses may include proposed, preparing, submitted, awaiting feedback, confirmed, unmet, applicability pending or not applicable. For completed/not applicable, cite evidence and checker.

| Matter / Prior dependencies | Status / Evidence location | Gaps / Why applicable or not | Responsible role / Checking party | Proposed timing / Review / Trigger |
| --- | --- | --- | --- | --- |
| Entities, assets and rights | ______ | ______ | ______ | ______ |
| Finance and audit | ______ | ______ | ______ | ______ |
| Transaction, issuance and disclosure | ______ | ______ | ______ | ______ |
| Initial/ongoing market eligibility | ______ | ______ | ______ | ______ |
| Financing terms and conditions precedent | ______ | ______ | ______ | ______ |
| Closing, receipts and use restrictions | ______ | ______ | ______ | ______ |
| Share registration, resale and actual trading conditions | ______ | ______ | ______ | ______ |
| Post-listing/public-market ongoing handover | ______ | ______ | ______ | ______ |

Accepting a milestone confirms only that milestone, not later outcomes. Applicability/order of submission, effectiveness, eligibility and financing closing require checking against the actual proposal.

## D. Funding definitions and calculation basis

| Item | Evidence / Amount / Conditions |
| --- | --- |
| Separate commitments, intentions and effective subscriptions | ______ |
| Expected gross proceeds versus actual receipts | ______ |
| Who bears costs/deductions and when | ______ |
| Earmarked, restricted, escrowed or conditional amounts | ______ |
| Actually usable funds this round and calculation basis | ______ |
| Arrangements if not received/insufficient | ______ |

Retain unknowns without funding evidence. This table replaces neither accounting treatment nor usability assessment. Secondary-market turnover or market value cannot stand for financing received by the company.

## E. Ongoing-operation review

| Observation | Comparable facts/date | Applicable duties/internal conditions; checker | Proposed action/responsible role | Review date/trigger |
| --- | --- | --- | --- | --- |
| Operations, collections and cash | ______ | ______ | ______ | ______ |
| Proceeds use and M&A integration | ______ | ______ | ______ | ______ |
| Reporting, audit, governance and ongoing eligibility | ______ | ______ | ______ | ______ |
| Investor questions and public information | ______ | ______ | ______ | ______ |
| Resalable shares, spreads, depth and other market observations | ______ | ______ | ______ | ______ |

Market data are observations, not targets for manufacturing trades or guaranteeing prices. An unusual indicator proves neither its cause nor a particular legal duty; first check facts and applicability.

## F. Separate conditions for any digital-securities study

- Specific problem and non-digital-securities alternative: ____________
- Securities, holders and actual legal rights: ____________
- Registration, custody/control, transfer and record continuity: ____________
- Applicable registration, exemption or approved arrangements for issuance, trading, participants and settlement: ____________
- Who checks the dedicated plan and continuing maintenance: ____________
- Currently unconfirmed matters: ____________

Check the scope/conditions of any particular exemption. It does not justify promises covering all stocks, investors, round-the-clock trading or liquidity outcomes.

## G. This decision

Recommendation (combinations allowed): continue operations / add evidence / adjust / defer this capital action: ____________

- Facts/reasons: ____________
- Unmet conditions and handling: ____________
- Who confirms within which authority: ____________
- Documents/versions to update: ____________
- Next review time/event trigger: ____________
- Outcomes still not promised: ____________

[After completion, compare the reference review](/journal/capital-market-full-cycle-training/materials/en/asset-06.md)