Raise money quickly in a UK company with an advance subscription round.

Fixed price:
£399 +VAT

Get this work done with Robolawyer. Fixed one-off fee includes every process and document needed to build and close your deal easily, quickly and correctly. Free call with a qualified lawyer first.

You can:

✓ get money now and issue shares later
✓ raise from unlimited investors
✓ raise with SEIS/EIS in mind
✓ tweak terms for individual investors
✓ model how different terms convert

Includes:

✓ individual advance subscription agreements
✓ board and shareholder resolutions
Product screenshot
  • Early stage companies use advance subscription agreements to raise capital from investors.
  • The investor gives money to the company now in exchange for the right to receive shares in the future.
  • Since a discounted price on conversion is an incentive and can be made SEIS compliant, advance subscriptions are a quick and effective way to get cash in the bank.
  • A simple agreement for future equity (SAFE) is a document used primarily by US startups and investors.
  • The core principle, that cash is paid now in exchange for shares later, is the same.
  • In the UK, the common document is the advance subscription agreement (ASA).
  • The fundamental difference between SAFEs and ASAs is that ASAs have a longstop date.
  • A longstop date (the date by which the money must be used to buy shares) is required if an investor wants to take advantage of SEIS tax relief.
  • SAFE and ASA documents are visually different. ASAs will be more familiar to UK lawyers and investors.
  • Yes. A convertible loan note (CLN) creates a debt on a company's balance sheet. Loan notes attract interest and repayment can be demanded in full. They can carry similar commercial terms to ASA (such as a discount on conversion).
  • Given the reduced risk profile when compared to an ASA, CLN are not considered risky enough to be eligible for SEIS.
  • CLN are typically not used by early stage UK startups, as advances are much more attractive to investors.
  • Yes, investors can claim SEIS relief against the shares that are eventually issued in exchange for the advance payment. However, these shares need to have been issued within 6 months of the agreement (the longstop date).
  • Failing to issue the shares before the longstop date means that when they convert later, those shares will not be eligible for SEIS relief.
  • The company sets a target amount and invites investors (advance subscribers) to provide cash upfront, negotiating discount and valuation cap figures as incentives.
  • The company and advance subscribers sign advance subscription agreements which detail their individual terms.
  • If everyone's terms are the same, it might make more sense to have a single agreement that they all sign.
  • The round closes once the target amount is raised. The company uses the funds to grow.
  • When the company has an appropriate valuation in mind, it runs an equity round (or sooner, if agreed).
  • At the equity round, the new investors pay the full price per share for their cash investments.
  • As part of the round, the amounts already paid by the advance subscribers are also applied towards new shares, but the price paid per share is discounted by the agreed amount.
  • By paying less per share, the advance subscribers get more shares for their money than the new investors do.
  • The advance subscriptions no longer exist on the cap table, which is now clean and shows true share ownership.
  • It depends how quickly you can get draft agreements (and any amendments needed) in front of investors.
  • It also depends how long it takes for advance assurance to come through from HMRC (anywhere from 2-6 weeks).
  • You want to be in a position where you are telling investors that you're just 'waiting on HMRC'.
  • The discount rate. When the cash is used to buy shares, the price per share will be reduced by this percentage. 10-30% is common, depending on the level of risk the investor is taking on.
  • The valuation cap. This pre-agreed valuation can be used to calculate the price. If the investors gets a better deal relying on the valuation cap than they do with a discount, they'll use that price instead (and get more shares as a result).
  • Valuation caps can be pre-money or post-money. Pre-money caps are better for startups and offer flexibility while post-money caps give investors clarity and protection from dilution.
  • The longstop date. If the advance shares are to be SEIS compatible, they need to be issued within 6 months.
  • The default valuation. If the advance shares have a longstop date, there needs to be a pre-agreed default valuation that will be used to calculate the price per share.
  • The qualifying financing. Will shares convert at the next equity round regardless, or will there be a minimum that has to be raised?
  • The most-favoured nation clause. Including this for early ASA investors lets them take advantage of any more favourable terms that are agreed with subsequent ASA investors, before any of them convert at the next round.
Robolawyer makes advance subscription rounds simple.

Build terms progressively through a unique interface that prevents mistakes and confusion.

Review, amend and approve big law quality documents. Automatically share the right things with the right people. Negotiate and sign documents in real time.

Detailed guidance at every step takes the mystery - and misery - out of legal work.

Try Robolawyer
❝Robolawyer saved us weeks on our fundraise. Loved adjusting deal terms and seeing instant updates and not having to waiting around for anyone to get back to me. Got it done without the usual headaches and have been recommending Robolawyer to everyone I know.❞
Hamilton Bowler
Chief Growth Officer, PWR House
Advance subscription rounds: made simple with Robolawyer.

Legal work: made simple.

Build terms, review drafts, share them, get signatures then close. Full oversight throughout.

Want to stay on top of the legals for your next advance round?

The sooner you start, the better. Robolawyer will guide you through the entire process, from building terms to sharing the documents and formally completing the deal.

How it works:
Book a free consultation.
We'll understand your deal and make sure our platform is the right fit for you and your needs.
Get set up.
We'll set up your existing company and show you how the platform works for your deal.
Run your deal.
Follow our transparent 5 step process from building terms to closing - easily, quickly and correctly.
Get started now.
Your personal data is collected and treated with respect in accordance with our privacy policy.