There are only a few rounds from seed pre-sowing investment to the unicorn. The path is thorny and difficult. The process of raising funding requires scrupulousness, accuracy, and a clear understanding of what is going on.
Everyone needs legal assistance to ensure that agreements are properly and legally documented. Proper planning of the round, proper documents, and all necessary documents with clear legal consequences prescribed can be the key to success.
Clients approach us in different situations and at different stages of investing. Sometimes they are angels and investors, sometimes start-ups. Sometimes one of our clients buys another. The goal is always the same – to suggest how to make a deal.
The investment mechanism depends on the jurisdiction. Somewhere such tools as Convertible note and SAFE work, and somewhere the only possible format is the joint formation of authorised capital. It is also important to be able to prepare a flexible and high-quality shareholders agreement, which will regulate the possible options for entry of new investors and exit from the project.
We are looking forward to your requests: a@legalitgroup.com.
Investment support. Legal IT Group services
Due diligence of the project /start-up/business
Verification of the investment object is crucial. Whether it is a start-up, a product, or an outsourcing company, it is always necessary to conduct a detailed analysis of all assets and liabilities. The result of Due diligence is provided to the client in the form of a consultation/legal memorandum including risks identification and further recommendations.
Structuring/legal planning of an investment agreement (consulting)
As a result of a legal audit, we often find out that domains are registered on one person, copyrights are owned by developers, and the founders themselves sell licenses for SaaS products made by one of the contracting private entrepreneurs.
The American corporation is planned as a buyer/investor. And here’s the question, what to buy? Where to invest? The agreement plan and a clear algorithm of legal actions are the basis for a successful case.
Jurisdiction and the parties to the investment agreement are also very important. For example, if we are talking about Delaware, USA, and investments in C corp, then we can use such legal instruments as SAFE and Convertible note, and if we talk about buying a stake in LLC, then there will take place a usual sale of shares agreement. Also, there is a subscription agreement. Case by case. In any case, the document provided by lawyers must comply with both the agreements of the parties and the applicable law.
Shareholders' agreement
It can all start with a memorandum of cooperation, but it is rather a document for understanding the situation. It could be an agreement between the owners of the company, and there may be a shareholders’ agreement in C-corp, which is signed not only by the owners of ordinary shares but also by investors, owners of preferred stocks. Sometimes before signing an agreement between business owners, it is necessary to hold a strategic session to identify the key provisions of the future document.
Option agreement or stock option agreement and vesting
Founders often think: ”we will put 10% on the option pool for key employee”. But they do not have a company yet to give 10% to someone in it, and the employees are not employees, but contractors – private individuals.
Sometimes the American company, motivating its contractors-developers, gives them options and then buys such a right from them. Everyone wins. Option agreements must be approached responsibly. The right law, the right taxes, the right subjects, and the detailed cliff, triggers, and number of shares – all of these aspects make a proper option agreement.
What exactly do we do and how much does it cost?
We usually ask you to fill in a questionnaire and have a call to agree on details.
We advise on attracting and providing investments
We advise on mergers and acquisitions in the field of IT.
We develop investments documents
We have a hourly rate – 100 USD
We are easygoing. We calculate fixed price costs for projects on its basis.
Experts for IT investment
Andriy Zakaliuk
Senior IT lawyer
Tarasiuk Anton
Managing partner
Belymenko Oleksandra
Senior IT lawyer