Investment Agreements

GlobalB Law advises founders and investors on structuring, drafting, and negotiating investment agreements, from seed term sheets to Series B+ rounds under Turkish, US, and EU law.

Investment agreements determine the economic and governance terms on which capital enters a company. GlobalB Law advises both founders and investors, including venture capital funds, family offices, and strategic investors, on the full investment documentation cycle: from term sheet and due diligence through subscription agreements, investor rights agreements, and post-closing compliance. Our work spans Turkish law structures as well as US-standard documentation for cross-border rounds.

For Turkish founders raising internationally, we translate investor expectations, often expressed in US or English-law templates, into structures that are legally valid and commercially workable under Turkish Commercial Code. We also advise on the equity instruments most appropriate for each stage: ordinary shares, preference shares with liquidation and anti-dilution mechanics, and the bridge instruments covered separately under SAFE & Convertible Notes.

On the investor side, we conduct legal due diligence, review and negotiate the term sheet, and prepare or review the full suite of closing documents. We advise investors on minority protection, exit mechanics, and the governance rights that are commercially standard and legally enforceable in Türkiye. Our cross-border reach means that a round with investors from multiple jurisdictions can be documented coherently without conflicting governing-law provisions.

What we do

Services in this practice

01Term sheet review and negotiation (founder and investor side)
02Preference share structures with liquidation and anti-dilution mechanics
03Subscription and investment agreements under Turkish and US law
04Investor rights agreements: board seats, information rights, pro-rata
05Cap table modelling and option pool structuring
06Post-closing compliance and investor reporting frameworks

Preguntas frecuentes

Preguntas frecuentes

What is the difference between a term sheet and the final investment agreement?

A term sheet outlines the principal economic and governance terms of the proposed investment; it is usually non-binding except for exclusivity and confidentiality provisions. The final investment agreement, typically a subscription agreement accompanied by an amended shareholders' agreement, is the binding document. The term sheet is where most of the commercial negotiation happens, which is why we focus significant attention on it.

Can Turkish law accommodate liquidation preferences and participating shares?

Yes, subject to specific drafting requirements. Turkish Commercial Code allows preference shares with priority economic rights, but the mechanics must be carefully structured in the articles of association and the shareholders' agreement to be enforceable. We advise on the most effective way to replicate US-standard preference terms within the Turkish legal framework.

Should investors insist on a pro-rata right?

A pro-rata right gives an investor the right, but not the obligation, to participate in future rounds to maintain its ownership percentage. For early-stage investors this is a commercially important protection. We advise on whether to seek it, how to structure it (including super pro-rata for lead investors), and how to negotiate it against founder resistance.

How do you handle investment rounds with investors from multiple jurisdictions?

Where investors from different jurisdictions participate in the same round, we coordinate the governing law and dispute resolution provisions to achieve a workable, coherent outcome, typically selecting one governing law with appropriate carve-outs. We also ensure that any cross-border tax or regulatory implications of the investor mix are flagged and addressed at the term sheet stage.

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