Business & Corporate Law › Investment & Funding
Investment & Funding Attorney — CT, NY & MA
Take the money without losing the company.
SAFEs, convertible notes, priced rounds and term sheets — every term and every trade-off explained in plain English, before you sign something you cannot unwind. For owners who intend to still be running the company afterward.
Who This Is For
Who we do this for
The Common Case
Someone has offered to invest and sent a document
A SAFE, a note, or a term sheet, and a friendly deadline. You need to know what it does at conversion, not just what the headline number says.
Raising
You are going out to raise for the first time
What you sign now sets the terms every later round negotiates against. First-round paperwork is the cheapest thing to get right and the most expensive to unwind.
Friends and Family
The money is coming from people you know
That does not make it informal. It makes the paperwork more important, because the relationship is the thing at risk if the deal goes sideways.
Investment & Funding
What Turley Law handles
SAFE Notes
Drafting and negotiating SAFE terms, and explaining what each one costs you at conversion.
Convertible Notes
Note terms, interest, maturity dates, and conversion mechanics — including what happens if the maturity date arrives before the next round does.
Priced Rounds
Stock purchase agreements, investor rights, and closing mechanics. The round where the documents stop being short and start deciding how the company is governed.
Cap Table Management
Keeping ownership records accurate through every round and grant, so the number you tell an investor is the number the paperwork supports.
Equity Compensation
Option pools, grants, and vesting schedules — and what they do to the ownership you keep.
Term Sheet Negotiation
Reading the term sheet for what it actually gives away — board seats, consent rights, and control — before you sign.
How Engagement Works
How the work runs
The job is to make sure you understand what you are giving away before you give it away.
A $50 consultation
Fifteen minutes on the raise, the investor, and the deadline. Credited toward any engagement.
Read the document as written
Not as described. Conversion mechanics, caps, discounts, board seats, consent rights — what each one costs you at the next round.
Negotiate what is worth negotiating
Some terms are market and some are not. You get told which is which rather than a redline of everything.
Close and update the record
Signed documents, the cap table, and the consents that should exist. The next round’s diligence starts here.
For small and mid-sized companies across CT, NY, and MA taking on outside money for the first time, or the fifth.
Why It Matters
The first documents set the terms every later round argues from.
Investment paperwork is unusual in that its consequences are deferred. A SAFE signed today does nothing visible for a year or two. It becomes real at the next round, when it converts, and by then the terms are settled history rather than something anyone is willing to reopen.
That is why the useful moment is now, while somebody still has leverage and nothing has been signed. The questions worth answering before you sign are narrow: what does this convert into, what does it let the investor block, and what does it oblige the company to do that it is not doing today.
The other half of this work is unglamorous and matters more than it sounds — keeping the record of what was issued to whom accurate as you go. A cap table that has drifted from the paperwork is the most common reason a real round stalls, and it is always cheaper to keep straight than to reconstruct.
$50
15-min consult, credited
200+
Contracts negotiated
3 states
CT, MA & NY
In writing
Scope before work begins
Related Reading
What We Look For
Where investment paperwork bites
- A valuation cap agreed without modelling what it does. The cap is the term that decides how much of the company converts away later. It gets negotiated as a number and felt as a percentage, and the two conversations are rarely held together.
- Consent rights buried behind a friendly number. Protective provisions can mean you need an investor’s permission to borrow, to hire above a salary line, or to sell. None of that shows up in the headline terms.
- A board seat that changes who decides. One seat is not control. It is also not nothing, and the point to understand it is before signing rather than at the first disagreement.
- Stacked instruments nobody has modelled together. A SAFE, then a note, then another SAFE on different terms. Individually reasonable, collectively a conversion nobody has actually worked out on paper.
- A cap table that does not match the promises. Percentages agreed in conversation, equity issued without consents, a note that was never recorded. This is the single most common thing that has to be cleaned up before a real round can close.
Common Questions
Investment & funding FAQ
SAFE vs. convertible note — what's the difference?
A SAFE isn't debt — it converts to equity at a future round with no maturity date or interest. A convertible note is a loan that converts to equity, and it does carry interest and a maturity date. Which fits depends on your stage and what investors are asking for.
What's a reasonable valuation cap for my stage?
It varies by industry, traction, and market conditions at the time you are raising — there is no fixed formula. We walk through comparable terms for companies your size before you put a number on the page.
Do I need a lawyer for a friends-and-family round?
Yes. Friends-and-family rounds still create real legal obligations, and getting the paperwork right protects both sides and keeps the door open for future institutional rounds.
Do I need a lawyer for a friends-and-family round?
Yes, and arguably more than for an institutional one. Institutional investors bring their own counsel and standard documents. Friends and family bring trust, which is not a document, and no shared understanding of what happens if the company does well or badly.
What is the most common thing you fix?
A cap table that does not match what was actually promised. Percentages agreed in conversation, equity issued without consents, a note nobody recorded. It is fixable early and expensive later.
Taking on investment?
Tell us where the conversation stands. You get a clear read on the terms — and on your leverage — before you sign.