Investment Agreement between Joe Angel & Startup Ltd
1. This document lays out the terms of an investment agreement between Joe Angel ("Joe") and Startup Ltd
made on [DATE], whereby Joe will invest £XXXXX in Startup Ltd in return for X% of the company.
2. This agreement was drawn up following negotiations between Joe and [Startup’s Negotiator], who was
acting on behalf of Startup Ltd, under the instruction of [Startup’s CEO]. Neither party received any
specialist legal advice during the course of the drafting of this document and the completion of the
investment agreement. The parties agreed to forego taking legal advice in order to expedite the
completion of the investment and avoid incurring legal costs. Both parties to this investment agreement
are acting in good faith and have ensured that this document contains all information that they consider
to be relevant to the agreement.
3. The intent of this investment agreement is that Joe will invest £XXXXX in Startup Ltd and will receive
shares that amount to X% of the company's share capital (taking into account any share options that
have been granted).
4. Company Name & Registered Ofﬁce:
1 SILICON ROUNDABOUT
Company No. XXXXXXXX
5. With respect to Startup Ltd,
All shares that have been issued are common, ordinary shares.
All share options have have been granted are for common, ordinary shares.
No other classes of shares have been issued.
No preference shares have been issued.
No existing shareholders are entitled to special or preferential treatment in the event of future
investment in the company.
There are no anti-dilution rights or provisions in place for existing shareholders.
There are no special pre-emption rights or provisions in place for existing shareholders.
Startup Ltd has not traded and has no debt or liabilities
All Startup activities and the Startup brand are part of Startup Ltd.
Startup Ltd owns all Startup Brand and Other Startup Brand intellectual property, including the
6. The number of shares and price per share set out below are based on the following assumptions:
Startup Ltd has issued XXXX shares, including shares held in anticipation of the exercise of share
options that have been granted, and
If all existing share options were to be fully exercised, the share issuance would not exceed XXXX
7. If the number of shares issued or the number of share options granted changes between the date of this
agreement and the issuance and sale of shares to Joe, the number of shares that will be issued and sold to
Joe shall be adjusted such that they will constitute X% of the total issued shares (plus any outstanding
8. Joe agrees to purchase, and Startup Ltd agrees to sell and issue to Joe XXX common, ordinary shares, at a
cash purchase price of £X per share (£XXXXX in total).
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