Get legal support across your NZ top up round

This service is usually relevant for startups and growth companies that have already raised before and now want additional capital from existing investors, a small number of new investors, or both. It is often useful where the company already has a constitution, cap table, subscription documents or investor rights that need to be checked together before new money comes in. A top up round can look simple, but the legal position often depends on what was agreed in earlier rounds and whether those documents allow the structure you now want to use.

Most issues arise when the new investment does not fit neatly with your existing documents. Common trouble spots include pre-emption rights, dilution, consent thresholds, valuation changes, inconsistent investor rights and approval steps being taken in the wrong order. Problems also come up where earlier subscription agreements or shareholder arrangements limit what can be offered in the new round. We help identify those pressure points early, review the documents already on foot, and map the practical steps needed before signing so the round is structured on a workable basis.

A template can be enough for a very straightforward investment, but many top up rounds are only straightforward on the surface. A generic form may not match your constitution, shareholder agreement, prior subscription terms, cap table or any special rights already granted to investors. That can create inconsistencies between old and new rights, or leave approval steps undocumented. This service is valuable where the real issue is not just wording one document, but checking how the new investment fits with the documents and obligations your company already has in place.

After signing, there are usually completion steps that still need attention, such as issuing shares, updating the cap table, recording board or shareholder approvals, and making sure the final signed documents match what was authorised. Depending on the structure, there may also be follow-up notices or internal records to update. This service can help you understand those immediate post-signing actions and what should happen next in practice. It does not include ongoing representation, future investor management, or broader support after completion unless that is separately arranged.

The fixed-fee usually covers a strategy session with a New Zealand startup lawyer, review of the proposed fundraising structure, and drafting or review of the main investor documents for the round. It can also include advice on whether board approvals, shareholder approvals or updates to existing records are likely to be needed. The service is broader than a board consents-only package, but it is not unlimited transaction support. Tax advice, ongoing representation, regulator approval and third-party decisions sit outside scope. Requirements and timeframes can vary by jurisdiction and authority.

Just submit an enquiry via this page or click the 'get started' button on our website to submit an enquiry. After you've submitted an enquiry, one of our legal consultants will review your enquiry within 1 business day and get in touch to get a better idea of exactly what you are looking for.

Then your legal consultant will send through an email with a bit more information about the services you need, along with a fixed fee quote setting out costs, scope of the service and timing. Have a read through it, and if you're happy with the scope, you can accept and sign our engagement letter online - easy!

Once you've formally accepted, we'll connect you with a specialist lawyer and they will work with you to complete your project. They will contact you by email or phone if they need to get in touch.

Sprintlaw works on fixed-fee pricing wherever possible, so you can review the scope and cost before you decide whether to proceed. For the Top Up Round service, pricing starts from $900.00.

After you enquire, a legal consultant will confirm what is included, the expected timing and whether any extra work is needed before you engage us.

We operate completely online, which means we can help you wherever you are in New Zealand. We have office spaces in Sydney, and in Melbourne, but our use of technology allows our team members to work remotely from around the world. Our legal team are mostly based in Sydney, Melbourne, Brisbane and Perth. We also have a London office for Sprintlaw UK.

Our legal team is made up of experienced lawyers, who are specialists in various areas of law and hold an Australian legal practising certificate. None of our Sprintlaw lawyers are New Zealand qualified lawyers and they do not currently hold a New Zealand practising certificate.

They provide legal services working remotely from Australia via our 'legal consultancy' model, through which (under section 6 and section 35 of the New Zealand Lawyers and Conveyancers Act 2006) our Australian legal team are permitted to provide legal services to New Zealand businesses provided they do not provide services in certain 'reserved' areas of law. You can read our FAQ page to learn a bit more about our 'legal consultancy' model.

Given the strong similarities between Australian and New Zealand law, and the areas of law in which we practice (being small business and startup law), we do not view the fact that our lawyers have not qualified in New Zealand as having any substantive impact on the quality of our service. We are committed to ensuring that we provide high quality, affordable legal services to all our New Zealand clients.

Our legal team have all trained at leading firms, but have left the traditional corporate law world to join us on our mission to create a new and better way of delivering legal services. They have specialist expertise in technology law, intellectual property law, contract drafting and review, corporate law and commercial law.