← Impact Investing Legal Toolkit

Glossary

Acronyms and key legal terms used across the toolkit, explained in plain language.

A
ACCO Aboriginal Community-Controlled Organisation

An organisation established, governed, and operated by Aboriginal and/or Torres Strait Islander community members to deliver services to their community.

ACNC Australian Charities and Not-for-profits Commission

The national regulator of charities in Australia. Charities must register with the ACNC to access certain tax concessions and to be endorsed as a Deductible Gift Recipient (DGR).

ASIC Australian Securities and Investments Commission

Australia's corporate, markets, financial services, and consumer credit regulator. Companies must be registered with ASIC and comply with the Corporations Act 2001.

ATO Australian Taxation Office

The Australian Government's principal revenue collection agency, which administers tax law and oversees endorsements such as DGR status.

C
CATSI Corporations (Aboriginal and Torres Strait Islander) Act 2006

Australian legislation that provides a framework specifically for the incorporation and governance of Aboriginal and Torres Strait Islander corporations.

CLG Company Limited by Guarantee

A company structure commonly used by not-for-profits and charities. Members guarantee to pay a nominal amount (typically $10–$20) if the company is wound up, rather than holding shares.

CP Conditions Precedent

Conditions that must be satisfied before a transaction can complete or a legal obligation is triggered. Common in investment agreements — for example, receipt of all necessary regulatory approvals before funds are drawn down.

D
DGR Deductible Gift Recipient

An organisation endorsed by the ATO to receive tax-deductible donations. DGR status can affect the types of investment a social enterprise can accept, particularly equity investment.

Discount Rate SAFE Note — Discount Rate

The percentage reduction applied to the price per share paid by new investors at a Qualifying Financing Round. It rewards the SAFE investor for investing early and taking on more risk. For example, a 20% discount means the SAFE investor pays 80% of the price new investors pay.

Drag-Along Rights

A right that enables majority shareholders to force minority shareholders to join in a sale of the company on the same terms. Facilitates clean exits for acquirers.

E
EBITDA Earnings Before Interest, Tax, Depreciation and Amortisation

A measure of a company's core operating profitability, removing the effects of financing, tax, and non-cash accounting items. Commonly used to compare businesses and assess investment viability.

G
GST Goods and Services Tax

A broad-based tax of 10% on most goods, services, and other items sold or consumed in Australia, administered by the ATO.

I
IM Information Memorandum

A formal document provided to prospective investors containing detailed information about an investment opportunity, including financials, business model, impact thesis, and terms. Also known as an offering memorandum.

IP Intellectual Property

Creations of the mind — such as inventions, literary works, designs, symbols, and names — that are protected by law through patents, copyright, trademarks, and trade secrets. Often a key asset in impact investment due diligence.

K
KPI Key Performance Indicator

A measurable value used to evaluate success in achieving objectives. In impact investment, KPIs typically cover both financial performance and social/environmental impact outcomes.

KRI Key Risk Indicator

A metric that provides an early warning signal of increasing risk exposure in a particular area. Used in risk management frameworks to monitor risk on an ongoing basis.

L
LOI Letter of Intent

A document outlining the preliminary understanding between parties who intend to enter into a formal agreement. Generally non-binding, except for specific clauses such as confidentiality and exclusivity.

M
MFN Most Favoured Nation

A clause in a SAFE Note that entitles the holder to the benefit of any more favourable terms offered to subsequent SAFE investors before a Qualifying Financing Round.

MOU Memorandum of Understanding

A non-binding agreement that outlines the intentions of two or more parties to work together or enter into a formal agreement. Often used in early-stage discussions between social enterprises and investors.

MVP Minimum Viable Product

The most basic version of a product or service that allows a team to test their core assumptions with real users or customers. Commonly referenced in startup and impact investment contexts.

N
NDA Non-Disclosure Agreement

See Confidentiality Agreement. A legal contract that prevents one or more parties from disclosing confidential information shared during negotiations or due diligence.

P
Post-Money Valuation Cap SAFE Note — Post-Money Valuation Cap

The maximum company valuation used to calculate the price at which a SAFE investor's holding converts into shares. If the company's valuation at a Qualifying Financing Round exceeds the cap, the SAFE investor converts at the capped price — giving them more shares than new investors.

Pro Rata Rights

The contractual right of an existing investor to participate in future funding rounds in proportion to their existing ownership, allowing them to maintain their percentage stake in the company.

Q
Qualifying Financing Round SAFE Note — Qualifying Financing Round

A future equity raising that triggers the conversion of a SAFE Note into shares. Typically defined by a minimum capital raise amount agreed at the time the SAFE is issued.

R
RMF Risk Management Framework

A structured set of policies, procedures, and controls for identifying, assessing, monitoring, and responding to risks. Increasingly required by impact investors as part of due diligence.

ROI Return on Investment

A measure of the financial return generated relative to the cost of an investment. In impact investing, ROI considerations are typically balanced against social and environmental return metrics.

S
SAFE Simple Agreement for Future Equity

An investment instrument where an investor provides capital upfront in exchange for the right to receive equity (shares) at a future funding round or exit event, typically at a discount or subject to a valuation cap.

Security Interest

A legal right granted by a borrower to a lender over an asset, giving the lender the ability to take possession of or sell the asset if the borrower defaults on the loan. Relevant in secured impact loan agreements.

T
Tag-Along Rights

A contractual right that allows minority shareholders to join in when a majority shareholder sells their stake, on the same terms and conditions. Protects minority investors.

V
Valuation Cap

See Post-Money Valuation Cap.