Hand-drafted UK subscription agreement template, an anatomy guide, and the related forms you need around it — built for founders closing your first round on a clean subscription agreement in Hyde and across the UK.
Get the Template See the anatomy →A subscription agreement is the contract that takes a round from "yes, I'm in" to money in the company's bank account. It records the price, the share class, the representations both sides give, and the conditions that must be true before the shares actually issue. Get it right and the closing happens on the day everyone expected. Get it wrong and the round drifts by weeks.
If you are a consumer app founder in Hyde closing a pre-seed angel round, the subscribing investors are most likely corporate strategics writing cheques alongside commercial agreements that prove channel access. The cheque size and the diligence depth shift, but the structure of the subscription agreement does not: parties, securities, consideration, representations, conditions precedent, closing.
Consumer apps live or die on retention curves and a viral coefficient that is honest about paid acquisition. A consumer deck without D7 and D30 retention, or without a clear CAC against a comparable category, reads as not-yet-investable.
Most founders here will be at Series A — institutional lead, full subscription agreement with anti-dilution and conditions precedent that get diligenced line by line. The template here is the starting point — adjust the schedules and the conditions precedent for your specific deal, then have your lawyer pass over it before signing.
Eight clauses do almost all of the work. Most Hyde subscription agreements keep this structure; the schedules at the end change with every deal.
The company issuing the shares and the investor or investors subscribing. For a multi-investor round each subscriber is usually a separate signatory or a schedule entry.
Share class (ordinary, preferred, A-class), nominal value, number of shares, and any rights attached. Cross-references the company's articles or the new articles being adopted at closing.
The price per share and the total subscription monies. Payment mechanics, escrow if any, and whether shares issue on receipt of cleared funds or against undertakings.
What has to be true before closing happens: board resolutions, shareholder consents, IP assignment in place, the new articles adopted, the shareholders agreement signed.
Corporate authority, ownership of IP, material contracts disclosed, accuracy of the disclosure letter, no undisclosed liabilities. Backed by a disclosure letter that qualifies the warranties.
Authority to invest, source of funds, regulatory exemption being relied on (commonly the high-net-worth or sophisticated-investor exemption under FSMA in the UK), no requirement for the company to register the offer.
What happens on the closing date: stock transfer forms or share allotment, share certificate issued, cap table updated, statutory filings (SH01) made within the required window.
Governing law (typically England & Wales), notices, entire agreement, severability, plus the schedules: capitalisation table, disclosure letter, use of funds, form of share certificate.
The same eight-clause spine, calibrated to the stage of the round. The reps get longer, the conditions precedent get tighter, and the schedules grow as the round size grows.
Often replaced by a SAFE or convertible note for speed. When a full subscription agreement is used, the reps are shorter, conditions precedent fit on one page, and the schedules cover only the cap table and the use of funds.
Full eight-clause structure, paired with a shareholders agreement and the new articles being adopted. Disclosure letter sits alongside, IP assignment is a closing condition, and the lead investor's lawyers will diligence every schedule.
Long-form reps, anti-dilution and pre-emption rights baked in via the articles, board appointment rights documented, drag-along enforced. Closing conditions get itemised, and the document goes through three rounds of mark-up before signing.
SAFEs are designed for very early, small, fast rounds. Once a round crosses certain thresholds — a lead investor, a board seat, pre-emption rights being negotiated, or a meaningful round size — a full subscription agreement is the right instrument. Sticking with a SAFE because it feels lighter is how cap tables end up renegotiated months later when the next round has to price everything retrospectively.
Behind every closed round is a subscription agreement (or its lighter cousin, a SAFE). Read the deck and you will see how the pitch shaped the paperwork that followed.
Each deck closed a round; each round was papered with some version of a subscription agreement. Reading the decks is the fastest way to internalise what investors are scanning for — and what your subscription paperwork has to deliver after the room says yes.
The most-cited example of pitch deck minimalism. Eleven plain slides, almost no jargon, and one honest claim per slide. It works because every assumption is either evidenced or stated as one.
Read the breakdown →Heavier than Airbnb's because the founders had to convince investors a regulated category was attackable. The deck spends real time on regulatory strategy and unit economics — the slides most early founders skip.
Read the breakdown →Unique because it led with traction. By the time investors reached the team and market slides, they had already seen real revenue, real users, and real growth. Live numbers beat projections every time.
Read the breakdown →Reid Hoffman published his Series B deck along with annotated commentary explaining what each slide was meant to do. The clearest masterclass on pitching a network-effects business where today's metrics underrate tomorrow's value.
Read the breakdown →A textbook example of pitching a category-creation play. Mathilde Collin frames email as fundamentally broken for teams, then positions Front not as a better inbox but as a different category entirely. Strong narrative beats feature lists.
Read the breakdown →Tinder's original pitch (then "Matchbox") shows how to sell a consumer product investors might dismiss as a feature or a fad. The deck leans on a fictional persona to walk you through the product the way an actual user would experience it.
Read the breakdown →A different kind of case study. Drew Houston pitched with a product demo video instead of a slide deck — the demo went viral, beta signups exploded, and the traction did the rest of the talking. Sometimes the deck is not the deck.
Read the breakdown →Aaron Patzer's Mint deck is unusually long — but every slide earns its place. Mint pitched a regulated, trust-heavy product by spending real time on the security model and user trust strategy. If your product touches money or health, study this one.
Read the breakdown →Sequoia's published pitch framework is the closest thing the industry has to a default template. It is not a deck — it is a checklist of what every deck should answer. Most successful decks above map cleanly onto this skeleton.
Read the breakdown →Each breakdown is a full slide-by-slide read-through with annotations — view the full case studies index →
A subscription agreement is one document inside a four-step paperwork sequence. The order matters — each step depends on the last and informs the next.
Term sheet sets the headline economics (price, share class, board seats, pre-emption rights) before any subscription agreement is drafted.
Mutual NDA before investors see your numbers. Disclosure letter drafted alongside the subscription agreement to qualify the warranties the company is about to give.
Subscription agreement (or SAFE / convertible note for lighter rounds), shareholders agreement, board resolution authorising the issue, and IP assignment all signed together.
Cleared funds in, share certificate out, cap table updated, statutory filings (SH01) made within the required window. Round closed.
At Series A the subscription agreement scales up: more reps, tighter conditions precedent, and a wider document set that institutional investors expect to see fully papered. Each template below is hand-drafted, founder-readable, and exports to PDF, Word and Google Docs. They sit either side of the subscription agreement in the paperwork stack.
Forty-two templates across nine categories. The Investment & Funding category is the most relevant when you are working with a subscription agreement — the others wrap around it.
Pay only for the templates you actually download. Single-template purchase, ten-template bundle, or unlimited annual access.
One-off pitch deck export.
Three exports for iterative drafting.
Iterate without limits across rounds.
A handful of one-off legal templates.
Mix and match across deal types.
All current and future templates.
The template is structured so the schedules at the end carry most of the deal-specific detail. Work through it in this order.
Common questions from founders in Hyde closing private equity rounds.
A subscription agreement is the contract between a company issuing new shares and the investors subscribing for them. It records the price, the share class, the representations and warranties both sides give, and the conditions that must be true before the shares actually issue. It is the document that turns "yes, I am in" into money in the company's bank account.
A subscription agreement governs the act of subscribing for shares (the moment money goes in and shares come out). A shareholders agreement governs how all shareholders behave afterwards (voting, transfers, drag-along, exit mechanics). The two documents are normally signed at the same closing, but they do different jobs. Keep them separate.
SAFEs and convertible notes are designed for early, small, fast rounds where setting a valuation up front is premature. Once a round has a lead investor, a board seat, pre-emption rights or a meaningful round size, a full subscription agreement is the right instrument. Sticking with a SAFE through a priced round usually means renegotiating the cap table later.
Typical UK conditions precedent include: board resolution authorising the share issue, shareholder consent if needed, the new articles of association being adopted, the shareholders agreement being signed, founder IP assignment in place, and the disclosure letter being delivered. Specific deals add specific conditions — what matters is that they are enumerated rather than vague.
Most UK private rounds rely on the high-net-worth or sophisticated-investor exemptions to the financial promotion restrictions, plus Section 86 FSMA exemptions for offers below the prospectus threshold. The exemption being relied on should be tagged in the recitals or first schedule of the subscription agreement. This is not a substitute for legal advice on your specific round.
The subscription agreement template is available as PDF, editable Word and Google Docs. All three formats are included with each purchase, so you can mark it up in whichever tool your lawyer uses and share the PDF for signature.
The Legal Starter pack at £2.99 covers three legal template downloads — enough for a subscription agreement plus two related documents. The Legal Bundle at £7.99 covers ten downloads, which usually covers a full round paperwork stack. Legal Pro Annual at £39.99 a year covers all current and future templates.
No. The template is a hand-drafted starting point with the structure, language and schedules a UK round typically needs. It is meant to save you from a blank page, not to replace legal review. For any priced round, a corporate lawyer should pass over the document before signing.
The template is drafted for UK rounds (governing law England & Wales, FSMA exemptions referenced). It can be adapted for other common-law jurisdictions but should be reviewed by local counsel before use anywhere outside the UK.
A subscription agreement is what closes the round. A pitch deck is what opens it. Most Hyde founders need both at the same time.
Get the hand-drafted UK template, plus the related forms (Term Sheet, SAFE, Shareholder Agreement, IP Assignment) you will need around it.
Get the Subscription Agreement