In 2017, limited amendments were made to the articles of association and subscription and shareholder agreements, including to meet the requirements of the PSC register and the language of deferred shares and drag-along. Exclusion of liability: neither the BVCA nor any member of its committees or working groups assumes any responsibility for the content of the documents or the consequences of their use and that it is essential to obtain legal advice before using the documents. These documents serve only as a starting point and must be tailored to your specific legal and business requirements. None of these documents should be construed as legal advice for specific facts or circumstances. The subscription and shareholding contract has been designed to be signed as this contract that avoids the execution formalities necessary for the act. This approach is usually supported by the lawyer`s opinion (available here) with the cavee that one should always get specific legal advice for each situation. In October 2014, the BVCA published a revised version of its Term Sheet model, the subscription and shareholders` agreement and articles of association, as well as a balance sheet briefing on the treatment of preferred shares (either in the form of debt or equity in the entity`s accounts). In September 2015, the model articles of association were amended to amend the Companies Act 2006 as regards the legal requirements applicable to companies in the event of share buybacks. Many law firms, networks of entrepreneurs and other organizations offer documents adapted to the needs of seed investments available on the Internet. Due to its great diversity and the diversity of seed investment conditions, the BVCA makes no concrete recommendations on the most appropriate suite. The BVCA model documents were developed for use in a Series A funding cycle. They provide for a significant investment made in whole or in part by investors. The BVCA believes that the standard documents are not appropriate for use in a start-up funding cycle.
These rounds are usually documented using shorter form documents, either replaced or updated for an A-series round. The BVCA thanks Susanna Stanfield (JAG Shaw Baker), John Heard (Abingworth), Sally Roberts (Accel), Jon Tilley (Practical Law), Andrew Wigfall and David Strong (both Marriott Harrison) for their continued support throughout this project. We remain grateful to the participants in this project: Simon Walker (formerly Taylor Wessing), Alastair Breward (ex-Amadeus) and Steve Parkinson (ex-EY). Practical Law has also prepared draft model articles of association and subscription and shareholder agreements. It is an excellent and beneficial complement to the documentary suite. Our aim is simple: to promote professional legal documentation in the UK, so that investors and entrepreneurs can focus on specific market issues. This will inevitably save time and money and follow the previous one in the United States. We encourage all parties to use these documents as a starting point for their investments.
We would also be delighted to have feedback before our next review in 2019. Classification of shares: Accounting standards (including international and UK accounting standards) establish principles for the presentation of financial instruments as liabilities or equity. . . . .