Investment and Subscription Agreement
Investment and Subscription Agreements for Raising Capital
Take investment on terms you have understood — the money in, the rights that come with it, and what happens at the next round and at exit.
- Advocates & Solicitors
- Offices in Kuala Lumpur & Johor Bahru
- Confidential, no obligation
Real lawyers, one team behind every matter
Who this is for
Sound familiar?
Companies raising an equity round from investors
Founders reviewing an investor's proposed documentation
Investors subscribing for shares in a private company
Companies issuing preference shares or convertible instruments
Businesses taking strategic investment from a corporate partner
What's at stake
What is really at stake
- 01The term sheet says the valuation and the amount.Founders sign it feeling the hard part is done. The subscription and shareholders documents that follow are where the investor's actual rights appear.
- 02Liquidation preference that changes who gets paid and in what order.Anti-dilution that reprices your shares if the next round is lower. Reserved matters that mean you cannot hire, borrow or sign a lease without consent. Drag rights that can force you to sell.
- 03None of it is unreasonable in itself.All of it is negotiable at term sheet stage and almost none of it afterwards.
In plain words
Investment and Subscription Agreement
Documentation for an equity raise — the subscription agreement setting out what is being issued and on what conditions, the warranties the company and founders give, and the shareholders agreement governing control, information rights, transfer restrictions and exit.
What good looks like
Imagine closing a round knowing exactly what you have given away and what you have kept. Reserved matters that fit how you run the company. Founder protections intact. A cap table that still works for the round after this one.
What you get
What we deliver
Scope and fee are agreed in writing before any work starts, so you know exactly what you are getting.
- 01
Term sheet review with the downstream consequences identified
- 02
Subscription agreement drafted or reviewed
- 03
Warranty, disclosure and founder liability package
- 04
Shareholders agreement covering control, transfer and exit
- 05
Allotment, statutory filings and cap table update
How we work
Clear from the first conversation
- 1
Send a short request
Tell us what the matter is about. It takes under a minute and stays confidential.
- 2
Akmal sets a time with you
We reply within 30 minutes in office hours to arrange your consultation, online or at our KL or JB office.
- 3
Advice, then a written proposal
You get a clear view of the issues and options, then a written scope and fee proposal.
- 4
Work begins on the agreed scope
Akmal leads the matter with a team of our lawyers, working to the scope you approved. You get regular updates at every key step.
Who leads your matter
Led by Akmal Saufi, supported by our team
Akmal leads your matter as Partner. Depending on the work, other lawyers in our team handle parts of it day to day, with Akmal overseeing the matter.
Akmal Saufi
Partner, Messrs Akmal Saufi & Co
- Advocate & Solicitor, Malaysia
- Over 13 years in transactional work: M&A, joint ventures, land and infrastructure
- LLB (Hons), International Islamic University Malaysia
The team behind your matter
Meet the team →Who we have acted for
Organisations we have acted for
Federal government agencies & statutory bodies
Johor state bodies & local authorities
Government-linked companies
Private sector & NGOs
Shown with permission. Government agencies, statutory bodies and government-linked companies are identified as such. Their inclusion does not imply endorsement by any government, ministry or agency.
Next step
Request a consultation with Akmal
- 1Send a short request. It takes under a minute.
- 2Akmal reviews it and arranges a time with you.
- 3You get clear advice, then a written scope and fee proposal.
We reply within 30 minutes · Mon–Fri, 8:30am–5:30pm
Your details stay confidential. Sending a request does not mean you have appointed us.
- Licensed advocates & solicitors
- Professional indemnity insured
- Offices in KL & JB
Questions
Frequently asked questions
Still unsure? Send a short request and Akmal will tell you plainly whether and how we can help.
What is a liquidation preference?
Should we issue ordinary or preference shares?
What are reserved matters?
Do founders give personal warranties?
Can you act for us as the investor?
What is Legal That Works?
What if I’m not sure what legal service I need?
Who will be helping me?
Before you sign
The cost of waiting
Almost every investor right is settled at term sheet stage. By long-form drafting the negotiation is about wording, not about whether the right exists.
We reply within 30 minutes · Mon–Fri, 8:30am–5:30pm
