Download the Core Document Suite

These documents form the cornerstone of South Africa’s venture capital framework. Each document reflects market-standard mechanisms, drafted in clear, plain language and aligned with South African corporate law and best practice.

Documents

Term Sheet

The commercial roadmap.

The Term Sheet outlines the key investment terms, linking directly to provisions across the Memorandum of Incorporation, Shareholders’ Agreement and the Subscription Agreement. It should be prioritised as the first document to settle which will guide the drafting of the MOI and SHA.

Memorandum of Incorporation (MOI)

The company’s constitution.

Functions as the foundation for investor protection and company governance. Defines share classes, voting rights, liquidation preferences, and conversion mechanics.

Shareholders' Agreement (SHA)

The relationship framework.

Functions to ensure alignment among shareholders. This document sets out governance structures, board composition, share transfer rules, and founder obligations.

Subscription Agreement

The transaction engine.

Covers investment mechanics, conditions precedent, warranties, and closing processes. Closing off this agreement brings the deal to life and the resulting flow of funds.

Note:

These model documents are provided as a baseline for venture capital transactions. They are not a substitute for legal advice. Users should adapt them with the guidance of qualified counsel.