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Pre-seed Angel investment agreement
I need a pre-seed angel investment agreement for an early-stage startup seeking €100,000 in funding, with terms including a convertible note structure, a 20% discount rate, and a valuation cap of €1 million. The agreement should also outline investor rights, including pro-rata participation in future funding rounds and a non-disclosure clause.
What is a Pre-seed Angel investment agreement?
A Pre-seed Angel investment agreement sets out the terms when an early-stage investor puts money into a Danish startup before it secures major funding rounds. It's the first formal investment document many founders encounter, typically covering investments between 100,000 and 1 million Danish kroner.
These agreements follow Danish corporate law guidelines and include key details about company valuation, equity stakes, and investor rights. They're simpler than later-stage investment contracts but still protect both parties - giving angels basic oversight while letting founders maintain control. Most Danish startups use standardized versions from organizations like Danish Business Angels Network.
When should you use a Pre-seed Angel investment agreement?
Use a Pre-seed Angel investment agreement when your Danish startup needs its first external funding between 100,000 and 1 million kroner. This agreement becomes essential right before you start formal discussions with potential angel investors, especially if you're not ready for venture capital or traditional bank financing.
The timing is perfect when your company has a working prototype or early customers but needs capital to scale. Danish startups typically implement these agreements 12-18 months before seeking Series A funding. It helps establish clear ownership structures, protecting both founders and investors under Danish corporate law while maintaining flexibility for future funding rounds.
What are the different types of Pre-seed Angel investment agreement?
- Standard DVCA Agreement: Based on Danish Venture Capital Association templates, includes basic equity terms and governance rights for single-investor deals
- Convertible Note Version: Structures investment as debt that converts to equity, popular among tech startups needing quick funding
- SAFE Agreement: Simplified agreement for future equity, adapted to Danish law from Y Combinator's model
- Syndicate Agreement: Designed for multiple angels investing together, with lead investor provisions
- Industry-Specific Templates: Customized versions for biotech, software, and hardware startups with sector-specific terms
Who should typically use a Pre-seed Angel investment agreement?
- Startup Founders: Usually first-time entrepreneurs seeking early funding, responsible for negotiating terms and implementing investor agreements
- Angel Investors: High-net-worth individuals, often successful entrepreneurs themselves, who provide initial capital and mentorship
- Corporate Lawyers: Draft and review agreements to ensure compliance with Danish corporate law and protect both parties' interests
- Business Angels Networks: Organizations like Danish Business Angels that connect investors with startups and provide standard agreement templates
- Board Members: New and existing directors who must approve and implement the investment terms
How do you write a Pre-seed Angel investment agreement?
- Company Details: Gather current valuation, shareholding structure, and business registration documents from CVR
- Investment Terms: Define exact investment amount, equity percentage, and any specific milestones or conditions
- Investor Rights: Outline board representation, veto rights, and information access rights under Danish corporate law
- Exit Provisions: Specify drag-along and tag-along rights, plus future funding round participation terms
- Due Diligence: Prepare financial statements, business plan, and intellectual property documentation
- Template Selection: Choose appropriate DVCA-compliant template based on investment structure and company stage
What should be included in a Pre-seed Angel investment agreement?
- Investment Terms: Clear statement of investment amount, valuation, and equity percentage under Danish law
- Shareholder Rights: Voting rights, board representation, and information access provisions
- Anti-dilution: Protection mechanisms for future funding rounds and share issuances
- Exit Provisions: Tag-along and drag-along rights, plus transfer restrictions
- Warranties: Standard founder representations about company status and operations
- Dispute Resolution: Danish court jurisdiction and applicable law clauses
- Confidentiality: Non-disclosure terms for sensitive business information
What's the difference between a Pre-seed Angel investment agreement and a Seed investment agreement?
Pre-seed Angel investment agreements differ significantly from Seed investment agreements in several key aspects, though both handle early-stage funding in Danish startups. Understanding these differences helps you choose the right agreement for your situation.
- Investment Size: Pre-seed deals typically range from 100,000-1M DKK, while seed rounds usually exceed 1M DKK and involve institutional investors
- Legal Complexity: Pre-seed agreements use simpler terms and fewer provisions, focusing on basic rights and valuation. Seed agreements include more sophisticated investor protections and detailed governance structures
- Investor Involvement: Angel investors often take advisory roles with limited control rights, while seed investors usually demand board seats and stronger oversight
- Future Funding: Pre-seed agreements emphasize flexibility for future rounds, whereas seed agreements include more detailed anti-dilution and participation rights
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