Vircon Legal’s Managing Partner Erdem Mümtaz Hacıpaşaoğlu delivered a “Startup Investments” training session at the T3 Foundation (T3 Vakfı), taking founders through how venture financing works in practice.
The session covered investment instruments (SAFEs, convertible notes and priced rounds), term sheets and the key economic and control terms, valuation and dilution, and what investors look for during due diligence.
Why these choices are hard to undo
A SAFE and a convertible note both defer valuation, but a note is debt with a maturity date while a SAFE is not. Whether the valuation cap is pre- or post-money changes founder dilution materially (the most common misreading we see). A term sheet then settles economics, control and the exit waterfall in a few pages: option pool placement, liquidation preference, board seats and veto rights.
By the time diligence starts the price is usually agreed, so it rarely raises a valuation; it lowers or ends it. The recurring failures are unassigned IP, an option plan promised but never adopted, and a departed co-founder whose shares were never transferred. Clause-by-clause: Read It Before You Sign; broader map: Startup Law in Türkiye.
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October 13, 2026Related Practice Areas
Startup Law
Incorporation, founder agreements, ESOP, term sheets, regulatory matters.
View service →US Company Formations & Flip-Ups
Delaware C-Corp, flip-up structures, SAFE/convertible notes, 83(b).
View service →Mergers & Acquisitions
End-to-end M&A: due diligence, structuring, documentation, negotiation.
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