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Legal Disclosure of Interest

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LEGAL DISCLOSURE OF INTEREST

This Legal Disclosure of Interest (the Agreement) is made as of by and between Disclosing Party Name: (Disclosing Party), and Receiving Party Name: (Receiving Party). The Disclosing Party and Receiving Party are collectively referred to as the Parties.

RECITALS

WHEREAS, the Parties are engaged in certain business matters and transactions, including but not limited to (Transaction); and

WHEREAS, the Parties recognize the need for full disclosure of any present or potential interests that may reasonably be expected to affect the Parties' rights, duties, or performance with respect to the Transaction; and

WHEREAS, the Parties desire to set forth the procedure, scope, and obligations for disclosing such interests and for preserving confidentiality and remedies in the event of non-disclosure.

NOW THEREFORE, in consideration of the mutual covenants contained herein, the Parties agree as follows:

1. DEFINITIONS

1.1 "Interest" means any legal, beneficial, contractual, familial, fiduciary, employment or financial relationship, ownership, option, right to acquire, or any other connection or arrangement (whether direct or indirect) that could reasonably be expected to influence or appear to influence a Party's judgment or actions regarding the Transaction.

1.2 "Material Interest" means an Interest that, either in isolation or in the aggregate, is reasonably likely to affect a Party's decision-making with respect to the Transaction, including ownership greater than % or financial exposure in excess of .

2. DISCLOSURE OBLIGATION

2.1 The Disclosing Party shall promptly disclose in writing to the Receiving Party any Interest that exists as of the Effective Date or arises thereafter that is relevant to or may reasonably be expected to affect the Transaction. Disclosure shall include sufficient information to permit an informed evaluation, including the nature of the Interest, the identity of any third parties involved, the date the Interest commenced, and the estimated monetary value or percentage ownership where applicable.

Financial    Ownership/Equity    Familial Relationship    Fiduciary Relationship    Employment    Other:

Date Interest Commenced:

Estimated Monetary Value:

Percentage Ownership:

3. MATERIALITY, TIMING AND FORM

3.1 If the disclosed Interest meets or exceeds the Material Interest thresholds set forth in Section 1.2, the Disclosing Party shall provide a supplemental disclosure including corroborating documentation within days of determining the Interest is material.

3.2 All disclosures must be submitted in writing to the Notices addresses set forth in Section 9 and shall reference this Agreement and the Transaction.

4. ONGOING DISCLOSURE

4.1 The Disclosing Party shall continuously monitor its Interests and shall promptly amend or supplement any prior disclosure if new facts or circumstances render the earlier disclosure incomplete or inaccurate in any material respect. Such supplemental disclosure shall be provided within business days of becoming aware of the change.

5. CONFIDENTIALITY

5.1 The Receiving Party shall treat all disclosed information concerning Interests as Confidential Information, using at least the same degree of care it uses to protect its own confidential information but no less than a reasonable standard of care. Confidential Information shall not be disclosed to any third party except as required by applicable law, regulation, or as necessary to its legal or financial advisors who are bound by confidentiality obligations consistent with this Agreement.

5.2 The foregoing confidentiality obligations shall not apply to information that (a) is or becomes generally available to the public other than by breach of this Agreement, (b) was in the Receiving Party's lawful possession prior to receipt from the Disclosing Party, or (c) is independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information.

6. REPRESENTATIONS AND WARRANTIES

6.1 The Disclosing Party represents and warrants that, to the best of its knowledge, the information provided in each disclosure is true, complete and accurate in all material respects as of the date provided. The Disclosing Party further warrants that it has the authority to make the disclosures required under this Agreement.

6.2 The Receiving Party represents that it will review disclosed Interests in good faith and shall notify the Disclosing Party in writing promptly if it determines that an Interest raises a conflict or other concern requiring mitigation or recusal.

7. INDEMNIFICATION

7.1 The Disclosing Party shall indemnify and hold harmless the Receiving Party from and against any losses, liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising out of or resulting from any breach of the Disclosing Party's representations, warranties or obligations under this Agreement, including any failure to disclose a Material Interest required hereunder.

8. REMEDIES

8.1 The Parties acknowledge that monetary damages may be insufficient to remedy a breach of this Agreement and that the non-breaching Party shall be entitled to seek injunctive relief or specific performance in addition to any other remedies at law or in equity.

9. NOTICES

9.1 All notices, requests, consents, claims, demands, waivers and other communications hereunder shall be in writing and addressed as follows (or to such other address as a Party may designate by notice):

10. GOVERNING LAW; VENUE

10.1 This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to principles of conflicts of law. The Parties submit to the exclusive jurisdiction of the courts located in that State for resolution of disputes arising under this Agreement.

11. ENTIRE AGREEMENT; SEVERABILITY

11.1 This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written.

11.2 If any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not be affected or impaired thereby, and the Parties shall endeavor to replace the invalid provision with a valid provision that effectuates the Parties' intent to the greatest extent possible.

12. AMENDMENT; WAIVER; COUNTERPARTS

12.1 No amendment or modification of this Agreement shall be effective unless in writing and signed by both Parties. No failure or delay by any Party in exercising any right under this Agreement shall constitute a waiver of that right unless expressed in a signed writing.

12.2 This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures transmitted by electronic means shall be deemed originals for all purposes.

13. MISCELLANEOUS

13.1 Remedies provided in this Agreement are cumulative and in addition to any other rights or remedies available at law or in equity. The prevailing Party in any action to enforce this Agreement shall be entitled to recover reasonable attorneys' fees and costs.

The Parties have caused this Agreement to be executed by their duly authorized representatives as of the dates set forth below.

Disclosing Party Printed Name:

By:

Title:

Date:

Receiving Party Printed Name:

By:

Title:

Date:

Enter text✕

What a Legal Disclosure of Interest Is and when it applies

A Legal Disclosure of Interest is a written statement that identifies a person or entity’s financial, ownership, or other vested interest in a transaction, property, contract, or decision. It clarifies relationships that may present a conflict, documents relevant amounts or percentages, and records the effective date and related parties. Organizations use the disclosure to meet statutory, regulatory, or internal policy requirements, and to provide transparency for third parties, regulators, boards, lenders, or counterparties before a transaction closes or a decision takes effect.

Why the disclosure matters for legal clarity and compliance

A clear disclosure reduces legal risk by documenting potential conflicts and enabling informed approvals. It supports regulatory compliance, preserves enforceability, and creates an auditable record of who had notice of a conflict and when that notice occurred.

Why the disclosure matters for legal clarity and compliance

Who typically prepares and reviews these disclosures

The receiving party or an independent reviewer should verify accuracy and retain the signed disclosure in the official record.

  • Corporate counsel and compliance teams preparing standardized disclosures for board or procurement review.
  • Real estate agents and title officers confirming ownership interests during property transactions.
  • Healthcare compliance officers documenting provider or vendor relationships subject to conflict rules.

Primary elements to include in a professional disclosure

A robust Legal Disclosure of Interest contains clearly labeled sections for parties, the nature of the interest, monetary amounts or percentages, effective dates, signature blocks, and applicable governing law.

Identifying parties

Full legal names and entity types for all affected parties, including registered business names and doing-business-as names where applicable, plus contact information for each party.

Nature of interest

A concise explanation of the ownership, compensation, familial, fiduciary, or other relationship creating the interest, including how it arises and any related agreements.

Monetary disclosure

Specify amounts, percentages, fee structures, or valuation methodology used to calculate the disclosed interest, and note whether amounts are estimates or fixed.

Effective dates

State the date the interest began and the date it becomes reportable or terminates, and include any retroactive periods affecting rights or liabilities.

Signatures and authority

A signature block that identifies each signer’s name, title, capacity (individual, officer, attorney-in-fact), and date of signature; include notarization or witness fields if required.

Governing law and notices

Specify the state law governing interpretation, and provide instructions for delivering notices, updates, and amendments to the disclosure.

Essential data fields you must capture

Party name: Full legal name
Entity type: Individual or legal entity
Interest detail: Ownership type
Value or percent: Numeric amount
Effective date: MM/DD/YYYY
Signer capacity: Title or role

Step-by-step: completing a Disclosure of Interest

Follow a consistent, auditable sequence to reduce errors and create a reliable record for compliance or review.

  • 01
    Prepare form: Upload template and confirm required fields.
  • 02
    Enter parties: Input full legal names and contact details.
  • 03
    Describe interest: State type, dollar value, or percentage.
  • 04
    Sign and record: Obtain signatures, notarization if needed, and store securely.

Setting up the disclosure workflow for digital completion

Configure fields, signing order, and authentication to match internal policy and legal requirements before sending the disclosure for signature.

Field Configuration
Required fields Full name, interest, effective date
Signing order Sequential or parallel as policy dictates
Authentication Email, SMS code, or stronger KBA
Retention Audit trail and secure storage settings

Typical routing and submission destinations

Disclosures are routed to the requesting party, internal compliance reviewers, and retained in contract repositories or regulatory files.

  • Requestor: Sends disclosure for completion
  • Reviewer: Compliance or legal reviews and approves
  • Counterparty: Receives final signed copy
  • Record system: Stores signed file and audit trail

Digital signing and eSubmission considerations

Ensure the platform records timestamps, IP addresses, and a complete audit trail to support enforceability under ESIGN and UETA.

  • Authentication: Email, SMS, KBA options
  • File formats: PDF, DOCX accepted
  • Integrations: CRM, cloud storage links

Typical timing and deadlines to observe

Timelines depend on the triggering event, regulatory notice periods, and contracting schedules; document timing to avoid late disclosures or missed approvals.

Upon request:

Provide disclosure immediately when requested

Pre-closing:

Complete disclosure before transaction closing

Contract renewal:

Update disclosures at renewal or material change

Regulatory filing:

Meet any agency-specified deadlines

Record updates:

Amend within 30 days of material change

Common mistakes to avoid when preparing disclosures

  • Omitting full legal names or abbreviating corporate names can create ambiguity and may invalidate the disclosure in formal reviews.
  • Failing to quantify the interest — leaving amounts as 'undetermined' — undermines transparency and complicates compliance assessments.
  • Using inconsistent effective dates or failing to document retroactive periods results in unclear exposure windows and audit findings.
  • Not retaining a signed copy with an audit trail prevents proof of delivery, signing sequence, or signer attribution under ESIGN and UETA.

Consequences of an incorrect or missing disclosure

Contract risk: Voidable terms
Civil liability: Damages claim possible
Regulatory action: Fines or sanctions
Professional discipline: License repercussions
Tax issues: Withholding errors
Reputational harm: Public disclosure exposure

Representative vendor pricing and capability snapshot

Comparing platform costs and capabilities helps select a compliant eSignature workflow; signNow is listed first below per standard comparison formatting.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day trial Varies Varies Varies Varies
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No

Common questions and practical answers

Answers focus on execution, legal validity, authentication, and recordkeeping for disclosures executed electronically or with remote notarization.


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