The Advanced Subscription Agreement has become increasingly popular in the UK startup ecosystem as a flexible funding instrument that bridges the gap between funding rounds. Used primarily by early-stage companies seeking quick access to capital, ASAs offer a simpler alternative to convertible loan notes while providing similar benefits. Under English and Welsh law, these agreements enable companies to receive immediate funding while deferring complex valuation discussions and share issuance procedures until a later date. The document typically includes provisions for conversion mechanics, valuation caps, discount rates, and investor protections.
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1. Parties: Identifies the company and investor(s) entering into the agreement
2. Background: Context of the investment and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Subscription: Details of the investment amount and share allocation
5. Conditions Precedent: Conditions that must be met before completion
6. Completion: Mechanics and timing of the investment completion
7. Warranties: Company representations and warranties
8. Governing Law and Jurisdiction: Specifies applicable law and courts
1. Pre-emption Rights: Rights of first refusal on future share issues - include when investors require protection against dilution
2. Tag Along Rights: Right to join in sale of shares by other shareholders - include for minority investor protection
3. Information Rights: Rights to receive company information - include when investors require ongoing reporting
4. Board Appointment Rights: Right to appoint directors - include for larger investments or strategic investors
1. Schedule 1 - Company Details: Corporate information and capital structure
2. Schedule 2 - Warranties: Detailed company warranties
3. Schedule 3 - Conditions Precedent: Detailed list of conditions to be satisfied
4. Schedule 4 - Completion Requirements: Documents and actions required at completion
5. Appendix 1 - Share Capital Table: Pre and post-investment capital structure
6. Appendix 2 - Investment Terms: Detailed terms of the investment
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