What UK founders pay in legal fees for a seed round
By SuLe · Updated 2 November 2026
Reviewed by Patricia Wing, corporate lawyer and founder of SuLe
As a rough guide (August 2026 figures), the company side of a UK seed round commonly costs £5,000–£15,000 plus VAT, and the company may also agree a capped contribution to the lead investor's legal fees. On SuLe, a friends, family or angel round with up to 10 advance subscription agreements (ASAs) is included in Pro at £89 a month (billed annually). For a VC-led priced round, you book a call and a dedicated senior lawyer acts for the company, always on a fixed fee.
What moves a seed round bill up or down
Where a quote lands in that range comes down to the number of investors, how many rounds of negotiation the terms go through, and how much mess the lawyer has to tidy first.
Paperwork is the part you control. A tidy cap table and signed IP assignments mean the lawyer spends time on your deal rather than on untangling your history, while unclear cap tables and missing IP assignments push you toward the top of the range.
The type of round matters too. A priced round typically takes a subscription (investment) agreement, a shareholders' agreement and new articles of association, supported by board and shareholder resolutions. A convertible round is usually the lighter lift, with one short document, no new articles and no shareholders' agreement to negotiate, so legal costs run lower.
That saving is partly a postponement. The full priced-round document set still arrives at your next priced round, with your convertible holders converting on top of it.
VAT on legal quotes
The standard VAT rate is 20%, and UK legal fees carry it, so a £10,000 quote is £12,000 once VAT is added. Check whether each quote you get is inclusive or exclusive of VAT before you compare them.
Budget for the higher figure. On a seed round, the fee plus VAT comes out of the round proceeds.
Who pays the investor's legal fees
Who pays is negotiable and usually settled in the term sheet. At seed, each side commonly bears its own legal costs. Institutional investors more often ask the company to contribute to their legal fees, typically as a capped amount, and where a contribution is agreed it is commonly a few thousand pounds at seed, with larger figures more usual at Series A.
Two protections do most of the work. A hard monetary cap turns an open-ended promise into a known, limited number. A completion condition means you only pay if the round actually closes.
Plan for the cash effect too. In practice the agreed contribution is often netted off the investment at completion, so you receive the round amount minus the contribution. Build it into how much you set out to raise.
Cost by route
| Route | Fits | What is covered | How it is priced |
|---|---|---|---|
| Friends, family or angel round on SuLe Pro | One round of up to 10 ASAs from friends, family or angels | Full document suite, signing, convertibles added to the cap table automatically, and senior lawyer review of the answers you give for the round, before you sign | Included in Pro at £89 a month (billed annually) |
| VC or institutional priced round with SuLe | A round led by a VC or fund | New articles, investment agreement, shareholders' agreement, company approvals, and term sheet review and negotiation, with a dedicated senior lawyer acting for the company | Always a fixed fee, starting with a call. If the investors, amount or terms change, you get a new fixed price before work carries on |
| Traditional firm billing by the hour | Work that cannot be scoped in advance | Agreed with the firm. Ask for an estimate and a cap even on hourly work | Startup and tech associates roughly £250–£500 an hour, partners at City or specialist firms £400–£800+ (rough guide, August 2026) |
HM Courts & Tribunals Service publishes Solicitors' guideline hourly rates that give a benchmark for senior London time. In the rates in effect from 1 January 2026, Grade A fee earners with over 8 years' experience sit at £579 an hour in London 1, the band for very heavy commercial and corporate work by centrally based London firms. They are set for assessing court costs, not for quoting deals, so use them only as a benchmark.
SuLe plan prices are as published on the pricing page in October 2026.
Senior lawyer time sits inside both SuLe plans, Start and Pro. Start, at £29 a month (cancel any time), includes up to 50 Legal Advice credits a month, about 15 minutes with a senior lawyer. Pro, at £89 a month (billed annually), includes up to 150, about 45 minutes. Extra legal work is quoted upfront, before any work starts, and you can top up credits in your account.
Smaller fees to budget for
As a rough guide, term sheet review and advance assurance support for the Seed Enterprise Investment Scheme (SEIS) or Enterprise Investment Scheme (EIS) each commonly cost £500–£1,500 ex VAT. How many terms there are, and how contentious they are, drive the first figure. How clean your structure is drives the second.
Advance assurance means asking HM Revenue & Customs (HMRC) whether it agrees that an investment would meet the conditions of a venture capital scheme such as SEIS or EIS. HMRC needs a separate application for each proposed investment, and you'll usually need to give details of your potential investors.
HMRC aims to respond to most applications within 15 working days, and within 40 working days for complex cases. As of mid-2026, it typically takes several weeks in practice, commonly 4–8, with no statutory deadline. Apply as soon as your round takes shape.
The instrument you raise on matters for relief as well. An ASA can keep SEIS or EIS eligibility if it meets HMRC's conditions, while a convertible loan note is debt and does not qualify.
Frequently asked questions
Does the company pay the investor's legal fees in a UK seed round?
Not always. At seed, each side commonly pays for its own lawyers, and who pays is negotiated, usually in the term sheet. Institutional investors are more likely to ask the company to contribute, typically a capped sum of a few thousand pounds at seed. Agree a hard cap, make the contribution payable only if the round closes, and it is often deducted from the investment at completion.
Is VAT added to seed round legal fees?
Yes. VAT applies to UK legal fees at the standard rate of 20%, which turns a £10,000 quote into £12,000. Confirm whether each quote includes or excludes VAT, so you are comparing like with like. Then budget for the total including VAT, because on a seed round the fee and its VAT are paid out of the money you raise.
Is a convertible round cheaper in legal fees than a priced round?
Usually. A priced round typically needs a subscription agreement, a shareholders' agreement and new articles, plus board and shareholder resolutions. A convertible round normally runs on one short document, with no new articles and no shareholders' agreement to negotiate, so the legal bill is smaller. Part of that saving is only deferred, because the full priced-round paperwork follows when you raise a priced round, and the convertible holders convert on top of it.
How much does SEIS or EIS advance assurance add to seed round legal costs?
As a rough guide, legal support for an advance assurance application commonly costs £500–£1,500 ex VAT, the same range as a term sheet review, and how clean your structure is drives where it lands. Apply early. HMRC aims to answer most applications within 15 working days, or 40 for complex cases, but as of mid-2026 it commonly takes 4–8 weeks in practice.
Book a free consultation and a SuLe lawyer will run your VC or fund round with you, on a fixed fee.
This article is general information for founders and is not legal, tax or financial advice. Please contact us if you have questions.
SEIS and EIS relief depends on the company and the investor meeting HMRC's conditions and on the investor's own tax position. We recommend seeking tax advice to confirm the position.
References
- SuLe. "A Seed Round Lawyer Is Optional in Law, Advisable in Practice." https://sule.io/for-startups/answers/lawyer-for-seed-round/
- SuLe. "Startup Lawyer Costs in the UK: What Founders Actually Pay." https://sule.io/for-startups/answers/startup-lawyer-costs/
- SuLe. "Legal Fees in a Funding Round: Negotiated, Not Fixed by Law." https://sule.io/for-startups/answers/funding-round-legal-fees/
- SuLe. "Priced Round vs Convertible Round: When You Fix the Valuation." https://sule.io/for-startups/answers/priced-round-vs-convertible-round/
- HM Revenue & Customs. "VCM60270 - Venture Capital Schemes Manual: venture capital schemes: the seed enterprise investment scheme: advance assurance requests: responding to applications." https://www.gov.uk/hmrc-internal-manuals/venture-capital-schemes-manual/vcm60270
- SuLe. "SEIS and EIS Advance Assurance: HMRC Pre-Clearance Before You Raise." https://sule.io/for-startups/answers/seis-eis-advance-assurance/
- SuLe. "Pricing for UK founders." https://sule.io/pricing/
- GOV.UK. "VAT rates." https://www.gov.uk/vat-rates
- HM Courts & Tribunals Service, GOV.UK. "Solicitors' guideline hourly rates." https://www.gov.uk/guidance/solicitors-guideline-hourly-rates
- HM Revenue & Customs, GOV.UK. "Apply for advance assurance on a venture capital scheme." https://www.gov.uk/guidance/venture-capital-schemes-apply-for-advance-assurance
