Founders · Seed round
A £750k seed round closed in nineteen days, without the founders learning what a drag-along is the hard way.
Who
Two-founder B2B software company, London, eight staff, first institutional money.
The problem
The lead investor sent a term sheet on a Friday with a ten-day exclusivity window. The founders had a cap table in a spreadsheet, option promises in Slack messages and no shareholders' agreement.
The result
Signed on day nineteen. The founders kept board control until the Series A, and the option pool was sized so the first three senior hires were covered without another dilution round.
What we did
- Rebuilt the cap table on the platform, including the verbal option promises, so the pre-money was argued from one agreed table.
- Marked up the term sheet the same weekend: the liquidation preference went from 1x participating to 1x non-participating, and the founder vesting restart was cut to a partial reset.
- Ran the investor's due diligence list from the fundraise readiness checklist, with every gap closed by a filled-in document rather than a bespoke draft.
- Drafted the subscription and shareholders' agreement and the EMI option scheme, and handled the Companies House filings on completion.