Investor agreements

Getting the terms right when outside capital enters your business

Bringing investors into a medtech or start-up business is a significant milestone, and the agreements that govern that relationship will shape how the business operates, how decisions are made and how value is ultimately distributed. Poorly documented investment arrangements can create friction between founders and investors and complicate future rounds. Clear, well-structured investor agreements can help protect the business and set the tone for a productive long-term relationship.

Term sheets and investment structuring

Before formal agreements are documented, the commercial terms of an investment are typically set out in a term sheet. Getting these terms right early can avoid difficult renegotiations later in the process.

Work in this area may cover:

• Reviewing and advising on term sheets and letters of intent from investors
• Advising on investment structures and the commercial implications of proposed terms
• Identifying terms that may affect founder control, dilution or future fundraising flexibility
• Aligning investment terms with the broader capital structure of the business
• Advising on structuring considerations before documentation begins

A clear understanding of the commercial terms before documentation begins can save significant time and cost down the track.

Shareholder and investor agreements

Once terms are agreed, formalising the investment through well-drafted agreements is critical. These documents govern the relationship between founders and investors and will be scrutinised by future investors as the business grows.

Support here may include:

• Preparing and negotiating shareholder agreements and investment deeds
• Advising on investor rights and the governance implications of incoming investment
• Structuring founder equity arrangements in the context of new investment
• Addressing transfer restrictions and exit-related provisions
• Ensuring agreements are consistent with the company's existing constitutional and structural arrangements

Well-structured shareholder and investor agreements can reduce the risk of dispute and support a more efficient process in future investment rounds.

Convertible instruments and alternative structures

Not all investment rounds involve a straightforward equity raise. Convertible instruments and alternative structures are commonly used in early stage medtech and start-up investment and carry their own documentation requirements.

This work may extend to:

• Advising on the commercial and structural implications of convertible investment instruments
• Preparing and reviewing documentation for alternative investment structures
• Managing the interaction between convertible instruments and existing equity arrangements
• Addressing key commercial terms and how they operate in practice
• Advising on the treatment of these instruments as the business moves through subsequent rounds

Understanding how these instruments work and how they are documented can help founders avoid surprises when conversion events occur.

Practical and sector-focused advice

Advice is grounded in the realities of how medtech businesses and start-ups raise capital and manage investor relationships. The focus is on helping founders navigate investment documentation with confidence, supported by agreements that are clear, commercially sound and built to hold up as the business grows.