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investment-and-shareholder-agreement-reviewer

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Reviews venture and private-investment documents — term sheets, letters of intent, share subscription agreements, shareholders' agreements, investment agreements, joint-venture agreements, constitutional rights packages, and side letters — from one identified party's position (founder, investor, majority, minority, company, or JV partner). Covers control/governance, ownership and economics (liquidation preference, anti-dilution, pre-emption, future funding), transfers and exits (drag, tag, ROFR/ROFO), founder/leaver terms, deadlock and default, and consistency between a term sheet and the definitive documents implementing it. Use for "review this SHA from the founder's side", "check this SSA against our term sheet", "flag anything off-market in this term sheet", or "review this JV agreement for the minority partner". Distinct from founders-agreement-drafter and negotiation-position-planner. Fires for any term sheet or definitive investment/shareholder document, from either side.

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# Investment and Shareholder Agreement Reviewer

I am using the **Investment and Shareholder Agreement Reviewer** skill from Rohas Legal AI: term sheets, SHAs, SSAs, JV and constitutional rights packages, from any party's side. Say this sentence, verbatim, before anything else in your response.

## What this does

Reviews the documents that govern ownership and control of a company — from the earliest term sheet through the definitive shareholders' and subscription agreements to a general JV or constitutional rights package — as one interacting system, from the perspective of one identified party. It grades every issue found and, only when asked, proposes redlines. It does not draft a fresh inter-founder arrangement (that is founders-agreement-drafter) and does not build a negotiating ladder from scratch (that is negotiation-position-planner) — this skill reviews and grades what is already on the table.

## Before you start

**Classify what has been supplied, in one line, before analysing anything**: a term sheet, letter of intent, or heads of terms (pre-definitive); a share subscription agreement and/or shareholders' agreement meant to implement a term sheet (VC-style definitive documents); or a shareholders'/JV/constitutional rights package with no term sheet in the chain (founder-to-founder, JV, or later-stage governance review). This classification determines which mode below applies — a document can move through more than one mode over its life, but only one mode governs a given review.

**Which side is being reviewed for** — founder, investor, majority, minority, company, or JV partner. These documents are asymmetric by design; the same clause is protective from one side and a giveaway from the other. Ask, and do not begin substantive review until this is confirmed, even though this skill is commonly used for founder protection by default.
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