Startup Investment Term Sheet Template for England and Wales

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Key Requirements PROMPT example:

Startup Investment Term Sheet

"I need a Startup Investment Term Sheet for a Series A investment round of £2.5 million into my fintech startup, with specific provisions for anti-dilution protection and an employee option pool of 10%, to be completed before March 2025."

Document background
The Startup Investment Term Sheet is a crucial preliminary document used when investors are preparing to make an equity investment in a startup company. It is commonly used in the UK market and governed by English and Welsh law. This document typically precedes the full investment agreement and serves to establish the fundamental commercial and legal terms of the proposed investment. While generally non-binding (except for certain provisions like exclusivity and confidentiality), it forms the basis for the preparation of detailed transaction documents and helps ensure all parties are aligned on key terms before incurring significant legal costs.
Suggested Sections

1. Deal Overview: Summary of key investment terms including valuation, investment amount, and type of securities

2. Company Information: Basic details about the startup including registration number, registered office, and business description

3. Investment Structure: Details of share class, price per share, and investment mechanism including any tranching arrangements

4. Pre-Money Valuation: Agreed company valuation before the investment and resulting capitalization

5. Use of Proceeds: Specified use of investment funds and any restrictions on their application

6. Board Composition: Structure and composition of the board post-investment, including investor director rights

Optional Sections

1. Anti-Dilution Provisions: Protection mechanisms against future down rounds, typically included for larger investments or experienced investors

2. Liquidation Preference: Exit priority rights and preference multiples, usually included for Series A and later investments

3. Employee Option Pool: Details of creation or expansion of employee share option pool, included when talent acquisition is key

4. Founder Vesting: Vesting schedules for founder shares, included when investors require founder commitment mechanisms

5. Drag and Tag Rights: Exit-related rights, included for larger investments or when exit strategy is important

6. Pre-emption Rights: Rights of first refusal on future share issues, typically included for significant investors

Suggested Schedules

1. Cap Table: Detailed breakdown of pre and post-money shareholding structure

2. Milestone Schedule: Specific milestones and conditions for tranched investments

3. Key Terms Dictionary: Definitions and explanations of technical terms used in the term sheet

4. Information Rights Schedule: Detailed reporting requirements and information access rights for investors

5. Warranties Schedule: List of key warranties to be provided in the final investment documentation

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Industries

Companies Act 2006: Primary legislation governing company operations including share capital, share classes, directors' duties, company constitution, articles of association, and shareholder rights and protections

Financial Services and Markets Act 2000 (FSMA): Regulates financial promotion restrictions, investment regulations, and sets regulatory requirements for certain types of investments

Financial Services Act 2012: Updates to FSMA and additional regulatory requirements for financial services and markets

EIS/SEIS Regulations: Enterprise Investment Scheme and Seed Enterprise Investment Scheme regulations covering tax implications, qualifying criteria, and investment limits for startup investments

UK Corporate Governance Code: Best practices guidelines for company management and board structure recommendations

Data Protection Act 2018 and UK GDPR: Legislation governing data protection and privacy considerations, particularly relevant if the investment involves data assets

Employment Law: Regulations concerning employment rights and obligations, particularly relevant for provisions about founders or key employees

Contract Law: General principles of English contract law including consideration and intention to create legal relations

Tax Legislation: Various tax-related laws covering Stamp Duty, Capital Gains Tax, and Income Tax implications for investments

Competition Law: Regulations governing fair competition and merger control considerations in business transactions

Money Laundering Regulations 2017: Requirements for due diligence and anti-money laundering compliance in investment transactions

FCA Regulations: Financial Conduct Authority regulations covering regulated activities and investor protection requirements

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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