SFA (Singapore Founders Agreement) (SFA)

TL;DR

Standardised early-stage funding documents (term sheet, SHA, subscription) widely used in Singapore's seed market, modelled on US YC SAFE / NVCA.

The Singapore Founders Agreement (SFA) refers to the de facto standardised set of seed-round documents used by Singapore-based VCs, accelerators, and founders. The most widely adopted variants come from law firms (Rajah & Tann, Allen & Gledhill) and accelerator programmes — typically a slimmed-down term sheet, shareholders' agreement, and subscription agreement designed for a Singapore Pte Ltd, with default reserved matters, drag/tag, and pre-emption rules suited to Singapore Companies Act.

Using standardised SFAs has cut Singapore seed-round legal cost from S$30–60k to S$8–20k and reduced time to close from 6–8 weeks to 2–3 weeks. The trade-off: standard documents won't perfectly fit non-standard rounds (multiple share classes, complex drag mechanics, atypical board structures), and large lead investors often re-paper the round in their preferred form anyway.

Worked example

A Singapore B2B SaaS closes a S$2M seed round on standard SFA documents from Rajah & Tann: term sheet signed in 5 days, full SHA + subscription agreement in 18 days, total legal cost ~S$15k vs ~S$45k for a comparable bespoke Series A SHA.

Common pitfalls

• Using an SFA template across the round and then paying extra to re-paper for an institutional Series A lead.
• Relying on default reserved matters that don't actually align with the lead investor's preferences.
• Using an SFA designed for a Singapore Pte Ltd in a Cayman or BVI Topco — wrong jurisdiction wrapper.

When this shows up in a pitch deck

Singapore seed decks list 'standard SFA documents — closing within 3 weeks' as a process advantage on the round-structure slide.

Related terms

• Pte Ltd (Singapore) — Singapore's standard private limited company: minimum S$1 paid-up capital, one director and one shareholder — default holdco for SE-Asia tech startups.
• Term Sheet — A non-binding document outlining the principal terms of a proposed financing, used to align investor and founder before legal documents are drafted.
• SAFE — Y Combinator's Simple Agreement for Future Equity — a contract that gives an investor the right to equity in a future priced round, with no debt or interest.
• Seed — The round raised to find product-market fit, typically $1M–$5M on $8M–$25M post-money valuations from seed and multi-stage funds.
• Articles of Association (UK) — UK company's constitutional document at Companies House setting share rights, transfer restrictions, board powers, drag/tag and decision thresholds.

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