Fundraising

We specialise in fundraising exercises between S$0.5M and S$20M (i.e. your pre-seed to series C raises in Southeast Asia). Beyond that, we assist startups on a selected basis.

We are familiar with the structuring and negotiation of fundraising documentation during the early stages of the company. We also raise issues that may hinder the growth of your company. If your lead investor has non-negotiable terms, we’ll inform you of the terms that you need to accept.

Some of our clients have US-based/European investors, and we are comfortable with their requests as well as translating them to local terms.

Get Your Fundraising Documentation Right

1. Term Sheet

A term sheet is technically non-legally binding. However, it’s difficult to change your mind once the term sheet is signed – you may come across as ‘flaky’.

If your term sheet exceeds 3 pages, it may be time to call a trusted advisor or a lawyer. We offer a review of term sheets for a fixed fee – contact us to find out more.

2. Simple Agreement for future Equity (sAFE)

Popularised by YC, the SAFE instrument has become a widely accepted fundraising instrument in Silicon Valley and increasingly so in Southeast Asia.

Contrary to myth, there is no such thing as a ‘fake’ SAFE. Each startup, investor and venture capital fund is entitled to modify the terms of the SAFE to suit their risk profile and specific requirements. 

For major investors, the SAFE is often accompanied by a side letter that sets out major investor rights and pro rata rights. US-based investors may also ask for additional documents before the SAFE is signed.

If you need assistance with your SAFE documentation, contact us.

3. Due Diligence

Depending on the stage of your startup, your investor may ask to conduct due diligence on you and your company.

Due diligence tends to kick off with some sort of questionnaire where the investor’s legal counsel asks for certain documentation or information.

The due diligence process is typically led by the founders (since no one knows your company better than you do). However, we can step in if you need assistance understanding the legal jargon or in running the process.

4. Convertible Loan Note (CLN)

Before SAFEs were popular, CLNs were the go-to instruments for early stage investments.

A CLN is a debt instrument that can be converted into shares upon the occurrence of certain events. It can contain either a hard or soft repayment obligation depending on the commercial terms negotiated.

Sometimes, founders prefer the CLN because of its potential to be less dilutive.

In certain jurisdictions, a share pledge/charge is procured on top of the CLN. However, we don’t see this happening too often in Singapore. CLNs can be confusing to navigate, so contact us if you are unsure of what legal documents you require.

5. Share Subscription Agreement

The most traditional model of fundraising is through the issuance of shares.

Depending on the stage of your company, the share subscription agreement could be a very short or very long document. This is influenced by several factors: the number of representations and warranties embedded, the type of conditions and the complexity of the investment (e.g. put/call options).

A share subscription agreement is usually accompanied by a shareholders agreement (and maybe the amendment of the constitution). The company secretary must also be involved in the process.

Given the amount of legal documentation involved in the process, we encourage founders to save this step for large chunks of investments.

Although debt can be repaid, you can’t simply kick a shareholder off your cap table. So, if the shares are important to you, it’s worth setting the records straight before issuing shares to anyone.

how we work

We are built for fast-growing early stage companies and ambitious founders between their pre-seed and series C stages. We provide you with the support you need before you hire your own in-house legal counsel (or an expensive law firm for complex restructuring).

We also like to work with people that we like. That’s why it means a lot to us when our clients are decisive, enjoyable to work with, ambitious, and honest at the same time!

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