How have you gone about creating your convertible note?


My startup company has put together a group of friends and family investors who will be investing in the form of a convertible note. I've done quite a bit of research on convertible notes, but am unsure of whether to try to create the language of the note myself, based on available online boilerplate, or to engage a lawyer who specializes in the topic.

What have you done, and are you happy with the result? If you went with a lawyer, what did it cost you roughly, and would you recommend the lawyer?

Finance Startup Costs Legal Convertible Note

asked Aug 15 '11 at 01:29
Nick Branstator
11 points
Get up to $750K in working capital to finance your business: Clarify Capital Business Loans

4 Answers


My advice: hire a lawyer. Spend your time thinking about customers and product. It won't be expensive and you can talk to multiple lawyers to find one you like. You can ask if they will "defer fees", which means you don't pay until your convertible round is closed. You might also be able to ask them to do the round at a flat rate, since convertible rounds aren't as tricky as priced rounds.

answered Aug 15 '11 at 01:42
Alex Cook
641 points


You absolutely need a lawyer. And yes, it's expensive, but you are doing the right thing by preparing ahead of time, finding out as much as you can about the details of a convertible note. So that when you finally hire the lawyer to finalize the paperwork, you can be super-efficient.

answered Aug 15 '11 at 02:05
Alain Raynaud
10,927 points


We used a lawyer and it was the best thing we could have done.

All that equity stuff is kinda confusing and it's much better to get a lawyer to sort it out.

It's best to get a lawyer that specializes in startup law. Orrick has an emerging company practice that knows all about this. We used them and they are fantastic. They will even work with you on the fees if the idea is good enough.

answered Aug 15 '11 at 04:09
Jarie Bolander
11,421 points

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Finance Startup Costs Legal Convertible Note