# Capital Waters > Streamlining Early-Stage Investments ## Posts - [New Convertible Loan Agreement (CLA) and Notes version Available](https://capitalwaters.nl/news/new-convertible-loan-agreement-cla-and-notes-version-available/): We’re happy to announce the release of an updated Convertible Loan Agreement (CLA) on Capital Waters — now available in two formats via the investment documents page: This updated version builds on the CLA that was previously published and includes several important updates based on feedback from founders, investors, and legal experts in the ecosystem. The most notable changes include: As with all Capital Waters documents, we encourage users to read the Notes Version first. It explains the logic behind key clauses, outlines common alternatives, and offers practical context. Still, please make sure to consult with a lawyer before using […] - [New Cap Table Template Now Available](https://capitalwaters.nl/news/new-cap-table-template-now-available/): We’re excited to share a new addition to our new toolkit: a standardized Cap Table Template in Microsoft Excel, now freely available to download. Please read the instructions in the workbook carefully. Clear communication and transparency are essential when managing equity in a startup. Yet, in practice, inconsistent formats and confusing terminology often complicate the conversation between founders, investors, and advisors. With this new template, we aim to change that by offering a clear, user-friendly, and comprehensive cap table format tailored to early-stage financing rounds. Built for Early-Stage Deals This cap table is designed to support the most common scenarios […] - [New ordinary share deal templates online with explanatory notes](https://capitalwaters.nl/news/templates-with-notes/): We have some exciting news to share. We have worked on this quite a bit, but have now published the first Capital Waters Notes Versions online. In particular for first time founders, investment documentation is not easy to grasp. We have made an effort to help you with this. The provided notes do not give answer to all possible questions, but they do provide guidance on how to use the documents, explain the important deal clauses and also point at alternative options where relevant.  We aim to have Notes Version of all documents published on Capital Waters within the next 12 months, but we start today with the publishing […] - [New ordinary shares documents online for university spin-offs and other companies](https://capitalwaters.nl/news/new-ordinary-shares-documents-online-for-university-spin-offs-and-other-companies/): We have some great news to share. Since the summer of 2023 we have worked together with the tech transfer office’s (TTO’s) of some of the most prominent universities in the Netherlands on a new Shareholders Agreement that can be used by Dutch university spin-offs in which universities will participate as a shareholder. The goal of this project was to make the equity part of the spin-off process more smooth. Discussions between TTO’s and scientific teams that want to start their own company based on scientific work done at the university can be long and painful. A lot of these […] - [Capital Waters launches two Employee Incentive Plans](https://capitalwaters.nl/news/capital-waters-launches-two-employee-incentive-plans/): Startups can generally not afford to pay huge salaries when hiring key people for the company. Instead most startups want to offer a combination of salary and a (small) stake in the company by implementing an employee incentive plan. As we have set out in one of our previous blogs, employee incentive plans can take several forms. The most frequently used incentive plans in the Dutch startup scene are SAR-plans (Stock Appreciation Rights plans) and depository receipt plans (in Dutch: certificaten plannen). Internationally the most common form of employee participation is an employee stock option plan (ESOP), but due to […] - [New Preferred Share Templates are now online](https://capitalwaters.nl/news/new-preferred-share-templates-are-now-online/): We have amended the Preferred Shares documentation. It is cool to see that the Capital Waters model documents are more and more used as a benchmark for balanced investment documents in many venture deals in the Netherlands and beyond. We are aware of our responsibility in that respect, so we have not made any changes lightly. We have gathered feedback from our users and looked carefully at market trends and asked our Expert Panel to once again review the documents and come up with any suggestions for improvement. We have amended the Preferred Shares documentation more than we probably ever […] - [Capital Waters 2020 Convertible is online](https://capitalwaters.nl/news/capital-waters-2020-convertible-is-online/): Given the uncertainty Covid-19 imposes on our daily lives, access to funding for startups and scaleups is likely to be even more challenging than it already is in less eventful times and accordingly being able to limit the time and costs spent on transaction is accordingly more important than ever. In our desire to support the Dutch ecosystem for emerging companies and investors, we are happy to announce the launch of the newest version of the Capital Waters Convertible. Given the uncertainty Covid-19 imposes on our daily lives, access to funding for startups and scaleups is likely to be even […] - [Capital Waters – Time for a Change](https://capitalwaters.nl/news/capital-waters-time-for-a-change/): When we launched Capital Waters five years ago, we did not do anything extraordinary. We published a full set of Dutch law governed early stage transaction documents online. Freely downloadable. We did it because nobody else did it. It turned out to be a big success. Since then, the documents have been used by many investors, founders and advisors and we are happy that various incubators, accelerators, startup foundations, investors and investor associations have endorsed the initiative. Yet, we are radically going to change our format. Why? We will explain. We founded Capital Waters with the goal of making early […] - [Exit clauses](https://capitalwaters.nl/news/exit-clauses/): Investors and founders will generally both wish to work towards a successful exit of the company they co-own. Especially if the company achieves a nice exponential growth curve and consequently lucrative exit opportunities arise, interests will usually be aligned. Unfortunately, not every startup shows this much desired growth pattern. Some companies go bankrupt and some will only show moderate success. Mainly in the latter scenario, this may result in founders being less inclined to look for exit opportunities and rather opting for keeping things going a bit longer in order to ultimately be able to achieve the dreamed exit-scenario. The […] - [Founder vesting arrangements](https://capitalwaters.nl/news/founder-vesting-arrangements/): Vesting of shares is a popular concept with emerging companies. When instigated by an investor, the main goal is to ensure that founders (or managers) are incentivized to remain with the company for a certain amount of time. When agreed between founders it is a way to conditionally slice the pie, meaning that shares in a company are issued, but ownership only becomes permanent once certain conditions have been met. This condition usually being the same: that a founder stays on at the company (as manager) for a certain number of years and does his work properly. Vesting arrangements can […] - [How to value your startup in 38 easy steps](https://capitalwaters.nl/news/how-to-value-your-startup-in-38-easy-steps/): Startup valuation: why bother? Why would you want to know your valuation? So you know how many shares you have to give away when raising money with an investor. Assume you want to raise 400,000. Assume the valuation of your startup is 1,361,772. Then you have to give away 400,000 / 1,361,772 = 29.4% of your shares to the investor. You can value your startup in 38 steps. Yes, that is a lot. But what are your options? Should you take a guess? Good chance that your valuation is either too high or too low. A valuation that is too high means giving away too few shares. Giving away […] - [Capital Waters convertible loan agreement version 2.1 is online](https://capitalwaters.nl/news/capital-waters-convertible-loan-agreement-version-2-1-is-online/): Version 2.1 of the Capital Waters convertible loan agreement is now online. No material changes have been made (so this version does not deserve to be called version 3 just yet). We mainly made some textual improvements and a few minor tweaks. We changed the definition of Valuation Cap to Conversion Cap in order to try to avoid the previous term triggering an argument with future round investors that the Cap should be considered the maximum valuation in the next investment round. Of course, it might not help much to only change the word valuation into conversion in the cap […] - [Version 4.0 of the Capital Waters Subscription and shareholders agreement (preferred shares) released](https://capitalwaters.nl/news/version-4-0-of-the-capital-waters-subscription-and-shareholders-agreement-preferred-shares-released/): Today is a big day, since we have released our 4.0 version of the Subscription and shareholders agreement (preferred shares). It all started with this document when we launched Capital Waters in 2014. Our goal was to create a simple set of investment documents for early stage equity deals that people could use as a standard to save time and money. We are grateful that many people took advantage of this resource and Capital Waters became an online hotspot for early stage investments in the Netherlands. I will highlight the most important changes in the 4.0 version: Hopefully this new […] - [How to treat your employees to a part of the pie – ESOPs explained](https://capitalwaters.nl/news/how-to-treat-your-employees-to-a-part-of-the-pie-esops-explained/): An Employee participation plan (“ESOP”) is an interesting instrument for entrepreneurs who wish to incentivize and reward their employees (or other contributing parties, but for the context of this blog we will focus on employees; “Participants”). The ESOP will give the Participants a chance to share in the profits in the event that the company is doing well (or if the company is sold) and in addition creates a sense of co-ownership and therewith hopefully more dedicated and aligned Participants. An ESOP is often set up by startups and scale-ups in order to be able to attract and maintain skilled […] ## Pages - [Disclaimer](https://capitalwaters.nl/disclaimer/): Disclaimer Neither Stichting Capital Waters nor its directors or partners assumes any responsibility for any consequence of using the documents made available on www.capitalwaters.nl. These documents are prepared for informational purposes only and are not intended to constitute legal advice. Each situation is highly specific and requires legal advice of an attorney-at-law specialised in this field of law. Any party should seek legal advice first before using the documents. The documents are not suitable for use in any other jurisdictions than the Netherlands.  - [Become a Partner](https://capitalwaters.nl/partners/become-a-partner/): How to Become a Partner Capital Waters is a non-profit foundation, that aims to work with all stakeholders in the market to improve the ease of making and receiving investments. As cornerstone in our approach, lie the template documents, that investors, entrepreneurs and advisors can use. They have as goal to avoid unnecessary work as well as shorting negotiations by working with standards, as much as possible. The standard documents aim to represent a middle ground market standard, to which both sides of the table can relate. Continuous feedback on the use of the documents is a key objective to […] - [Downloads](https://capitalwaters.nl/investment-documents/downloads/): Model Documents Downloads Thank you for your interest. Find all documents for you to download below. Please mind our disclaimer for the use of these documents. Always make sure you get proper legal advice to make sure the final documentation fits your situation.  New: Capital Waters Convertible Loan Agreement (CLA) Name Capital Waters CLA_2025.docx Capital Waters CLA_2025 (notes version).docx Date July 2025 Capital Waters Cap Table template – MS Excel file Name Capital Waters Cap Table Template_STANDARD v.0.1_04-2025 Date April 2025 Ordinary Share Deal Subscription & shareholders Agreements Name Ordinary Shares Subscription agreement template Ordinary Shares Shareholders agreement template Date March 2024 […] - [Contact](https://capitalwaters.nl/contact/): Contact us - [Latest News](https://capitalwaters.nl/latest-news/) - [Partners](https://capitalwaters.nl/partners/): Our Partners Our partners are active in the field of venture capital, as lawfirm, investor, entrepreneur or expert. They all have experience with the model documents and support the mission of Capital waters. It must be noted that even though the Partners support our mission, they might use a different set of documents for any investments they are involved with, for numerous reasons. Become a Partner - [Investment Documents](https://capitalwaters.nl/investment-documents/): Model Document Downloads Capital Waters was founded with the goal of making early stage investing easier, to reduce time spent on negotiating deals and to reduce legal fees paid to lawyers. One of the manners in which we aim to achieve this is by ensuring that any changes to the Capital Waters standard are shown when using our documents, so the discussion can focus on these few differences instead of the full agreement. The Capital Waters documents can accordingly only be used under two restrictions: 1. You have to show the other side of the table on which parts (if […] - [Investment Insights](https://capitalwaters.nl/investment-insights/): The Funding Process The success of a startup evolves often around availability of capital. While preferably the customers provide for the most important funding, in many case other funding sources are required. Fortunately, there are plenty of sources for early stage funding, albeit that competition to obtain them is large. A nice visual overview of early stage funding is found at visual.ly. One of the obstacles in obtaining financing at an early stage, is the fact that much help, from financial advisors and lawyers, is costly while the success at getting funded is not certain. Since so many early stage […] - [About Us](https://capitalwaters.nl/about-us/): About Capital Waters Capital waters was founded as platform in 2013 and became a foundation in 2017. Since then we have issued several templates, discussed terms with entrepreneurs and investors and surrounded ourselves with key experts in the market and many supporting parties. Sjoerd Mol Co-Founder Partner Venture Capital / M&A at Benvalor Don Ginsel Co-Founder Strategy Advisor | Non-Executive Director | Investor | Digital Transformation | Fintech | Financial Inclusion | Artificial Intelligence | Venture Capital | Green Tech We want to educate entrepreneurs and investors on landing investment deals, and to make it easier to establish these deals […] - [Privacy Policy](https://capitalwaters.nl/privacy-policy/): Privacy Policy Effective Date: 2024-02-29 Welcome to Capital Waters, accessible at capitalwaters.nl. Your privacy and the security of your personal data are of paramount importance to us. This Privacy Policy outlines our practices regarding the collection, use, and protection of your personal data when you use our website. Information Collection When you visit Capital Waters, we may collect the following types of personal information: Contact Information: Includes your name, email address, telephone number, and any other information you provide in our contact forms. Usage Data: Information on how you use our website, such as your browsing patterns and preferences. Technical […] - [Homepage](https://capitalwaters.nl/): Streamlining Early-Stage Investments in the Netherlands with Open Source Legal Documents At Capital Waters, we’re dedicated to supporting investors, entrepreneurs, and advisors in the startup ecosystem. Our initiative provides comprehensive open source legal documents and essential resources, designed to facilitate smoother, more efficient investment processes. Get Started Now Discover our resources or seek specialized legal support tailored to your needs. View the Templates Get Legal Support Become a Partner Elevate your impact in the startup ecosystem by joining our partnership program. Join Now Empower Innovation Together Join our network of esteemed partners and play a pivotal role in shaping the […] [comment]: # (Generated by Hostinger Tools Plugin)