Startup Legal Services

Pre-Seed Round Documentation

Which documents does a startup need at the pre-seed stage?

A founding agreement and a charter, with signatures certified notarially or in another manner permitted by the law.

Is notarial certification mandatory?

No, if the signature is certified by the National Agency of the Public Registry or an authorised person, or is executed in accordance with the law on trusted electronic services.

Can there be a single founder?

Yes, a limited liability society and a joint stock society may both be founded by one person.

What must a charter contain?

The legal form, the subject of activity, agreed restrictions on share ownership and information on the existence of a partner agreement.

4 min·9 Jan 2026

The Pre-Seed round is the first serious stage of startup funding, where an idea receives financial support from so-called "angel" investors, friends, family, or early-stage funds. Properly preparing documentation at this stage is critical, as it lays the foundation for the company's future capital structure (Cap Table). Improperly structured investment can lead to excessive founder dilution in the future or hinder the entry of major venture investors in subsequent rounds. Specialists on the Legal.ge platform help ensure that your first investment is legally sound, protects your interests as a founder, and is attractive to investors.

What Does Pre-Seed Round Documentation Cover?

Legal.ge lawyers provide full legal support for the investment process, which includes:

  • Preparation of Term Sheet: A non-binding document summarizing key investment terms: Valuation, investment amount, equity stake, and governance rights. This is the main negotiation tool.
  • Investment Agreement: The primary legal document regulating the conditions for transferring shares in exchange for money, Warranties, and party liabilities.
  • Updating Shareholders' Agreement (SHA): The entry of a new investor requires modifying the existing agreement to reflect the new partner's rights (e.g., information rights, veto rights on certain issues).
  • Cap Table Management: Lawyers will help you correctly calculate how percentage stakes will change after the investment and how this will affect future rounds.
  • Corporate Resolutions: Preparation of minutes and resolutions of the partners' meeting, necessary to register capital increases and the issuance of new shares.

Real-World Scenarios When You Need This Service

Pre-seed documentation is essential when:

  • Receiving Money from an Angel Investor: An individual investor puts money into your idea. They need a guarantee that their investment is officially reflected in the company's capital.
  • "Family & Friends" Round: When relatives provide funds, relationships are often informal, which is a mistake. Legal formalization protects personal relationships from financial misunderstandings.
  • Joining an Accelerator: Many startup accelerators require equity in exchange for investment. To execute this transaction, you will need a standard package of documents.
  • Issuing Convertible Debt: If you cannot agree on the company's valuation, you might use instruments that convert into equity later (although this can be a separate service, it is often part of the pre-seed round).