Startups made easy. Sorted.

SeedNOTE, to easily convert debt to equity

SeedNOTE is a carefully constructed, simple and now incredibly popular form of convertible loan note - if investors are looking for repayment of their investment capital, interest or more complex deal terms then SeedNOTE convertible loan note is the way to go.

Convertible loan notes for Singapore companies

Simplify a deal with complex terms

Convertible loan notes (CLNs) can be complex, but they don’t need to be complicated. Choose terms to create a SeedNOTE ideally suited to your fundraising.

  • tickDetermine company valuation later
  • tickConvert at your next funding round
  • tickChoose to repay the loan or convert into equity on maturity
Apac Seednote Complex Deal Terms
Customisable convertible loan notes

Create agreements your investors will love

Is your investor looking for a return of capital, interest or more complex deal terms? Our SeedNOTE convertible loan note is the way to go.

  • tickOffer investors interest and a discount
  • tickAdd covenants or repayment triggers
  • tickShare, negotiate and sign online
Apac Seednote 2
Raise from multiple investors

Combine multiple investors in one agreement

Got more than one investor? Great! No need to create separate documents, with SeedNOTE you can add all investors to one agreement.

  • tickFollow the workflow to build your docs
  • tickAdd multiple investors to the same SeedNOTE
  • tickAuto-generate all the supporting legal docs
Apac Seednote Multiple Investors

Convertible loan notes made simple

  • Icon Overview

    Choose your terms

    Follow the workflow to customise your convertible loan note
  • Icon Funding Round

    Decide company valuation later

    Delay valuation until your round, give your company more time to grow
  • Icon banknote coins

    Seize every opportunity

    Don’t wait to do a round - raise smaller amounts of capital as and when it’s available
  • Icon Logo

    Create, negotiate and sign

    Sign and store your documents on SeedLegals
  • Icon tick

    Auto-update your cap table

    No need for spreadsheets
  • Icon People

    Sign Board and Shareholders Resolutions

    To approve the new shares you’ll issue at the next round
  • Icon support

    Ask us anything

    Get unlimited hours of support from our team every step of the way
  • Icon ticks

    Simplify your legals

    Get your time back to spend more time doing what you love
  • How it works

    • Create your SeedNOTE

      Follow the simple workflow to decide on the terms of the investment

    • Get all your docs in minutes

      SeedLegals generates all key documents for the investment, ready to share and sign online

    • Receive your funds

      After your investors sign, they transfers the money directly to you

    • Ask us if you need help

      We’re here to help, every step of the way at no extra cost

    Other ways to raise before a round

    Looking for a more simple investment agreement?

    For straightforward equity investments, use SeedSAFE, our simple agreements for future equity (SAFE).

    Find out more about SeedSAFE
    Unlimited help with your convertible loan note

    Speak to our team

    Need some help? Not sure how to get started? All our automated legals feature handy tutorials and hint text, and our helpful team of humans are here to guide you every step of the way.

    Speak to our team
    • tickSee how it works with a free consultation and tour
    • tickTalk to us via live chat, phone, email or Whatsapp
    • tickUnlimited hours of support included in all plans - no extra cost
    APAC - Speak with our team

  • Perfect for complex one-off investments


    Our full-featured convertible note. S$1,390 to unlock, balance on completion. Pricing starts at S$3,990 and is capped at S$9,990, and includes free conversion into shares later.

    From   S$3,990
    How much will my SeedNOTE cost me?
    What's included?
    • tickTerm Sheet
    • tickSeedNOTE Convertible Loan Note agreement
    • tickInvestor Consent Notice
    • tickBoard & Shareholders Resolutions
    • tickFree conversion into shares later
    • tickAutomatically updated cap table
    • tickStep-by-step wizard, hint text and tutorials
    • tickShare and sign everything on SeedLegals
    • tickUnlimited hours of support from our team

    How it works
    • 1
      Subscribe to SeedLegals and create your company account
    • 2
      Create your SeedNOTE
    • 3
      Enter your investment details
    • 4
      Invite your investors to review and sign on SeedLegals
    • 5
      Your investors transfer you the funds directly

    You'll need a SeedLegals subscription (S$69/month or S$699/year)

  • FAQs - SeedNOTE

    Frequently asked questions about SeedNOTE

    • What is a Convertible Loan Note (CLN)?

      A CLN (or just ‘convertible note’) is a short-term debt instrument that allows investors to make a loan to your company and this loan either converts into shares of your company (typically at the next funding round) or is ‘redeemed’, which means that you repay the investment amount in full, with the agreed interest.
      SeedNOTE is our SeedLegals CLN. It used to be prohibitively expensive and complicated to raise capital by convertible debt, so we developed SeedNOTE as a simple and powerful tool for fundraising companies.
    • What is the difference between a SAFE and a CLN?

      CLNs sometimes get confused with SAFEs as they are both agreements you make with investors that help you raise money before a funding round.
      The main difference between SAFEs and CLNs is that convertible notes are debt-equity (also known as quasi-equity) instruments while SAFEs are equity agreements. The convertible debt can be repaid in certain scenarios, and it can carry interest, while a SAFE (such as a SeedSAFE or a SeedFAST) is not repayable at all.
    • When should I use a SeedNOTE?

      SeedNOTEs are useful if you want to raise funding without immediately determining your company valuation and without diluting existing shareholders.
      Some investors prefer convertible loan notes to straight equity investments because of the potential to earn interest and other investor protections
    • Why do some investors prefer convertible debt to equity investments?

      Investors prefer convertible debt to equity investments because it gives them specific protections and a way to secure a discount on a future funding round:
      Earn interest
      CLNs and SeedNOTE typically come with interest, which the company pays to the investor. It’s a small but reliable way for the investor to get guaranteed value from their investment.
      Be more protected if things go wrong
      Because it’s considered a debt instrument before it’s converted, investors via SeedNOTE count as creditors. If your company is insolvent or going to liquidate or wind up, debt ranks higher than equity – so if there’s money available, creditors get paid (with interest) ahead of any shareholders.
      Hedge their bets
      With a SeedNOTE, if the company doesn’t meet its growth targets by raising a funding round, investors can get their money back plus interest. But if the company thrives, their loan converts to equity and they get a stake – often at a discounted price. It’s a win-win.
    • When do I need to issue equity to my investor?

      It depends on what terms you choose for your agreement. Your SeedSAFE and SeedNOTE convert to equity either:
      - at the next funding round, or
      - when you raise above a preset qualifying amount, or
      - at the longstop or maturity date
      This is the date at which the agreement automatically converts if you don’t raise any more funds.
    • I have operations in the UK, can SeedLegals help?

      Yes, absolutely. We offer a range of services in the UK and it can be more efficient to streamline your international operations through SeedLegals. Ask us for more information.
    • I have a UK investor and they’re asking me about SEIS/EIS relief...?

      In the UK, the Enterprise Investment Schemes - SEIS and EIS - give generous tax breaks to investors in startups and scale-ups. If an investment in your company qualifies for SEIS or EIS, it can make you much more attractive to UK investors. .
      Our SeedFAST agreements aren’t classed as debt so they are SEIS and EIS compliant, as long as you include a longstop date no more than six months from when your investor gives you the funds (so the agreement converts to equity within the six months).
      SeedNOTEs aren’t compatible with SEIS or EIS because they’re classed as debt.

    You’re in safe hands

    Our team of legal and funding experts have helped thousands of entrepreneurs raise money and grow their businesses.

    • Beautifully organised

      Your company's core agreements, all in one place

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      Share and collect signatures online via SeedLegals

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      Create the exact documents you need at every stage of growth

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      Your information stays safe and confidential in our secure system

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      Talk to one of our friendly team anytime on live chat

    • Extra protection

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    We’ve helped over 50,000
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    From food to FinTech and beyond, join thousands of startups who use SeedLegals to start, raise and grow faster.

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