# ANGEL INVESTMENT AGREEMENT
Date: 8 November 2031
Parties: Harbourlight Robotics Limited and Alice Morgan
## 1. Purpose and parties
Harbourlight Robotics Limited issues Alice Morgan 80,000 ordinary shares for £160,000 at £2.00 per share, representing 8% of the company immediately after completion on a fully diluted basis. The company will use the funds for a Birmingham prototype laboratory, two engineers and safety testing.
## 2. Facts, scope and terms
Completion occurs after board approval, updated articles and Alice's cleared funds. The company confirms its cap table, incorporation, authority and ownership of the disclosed prototype IP, but gives no warranty about commercial success, patent grant, valuation or an exit.
## 3. Process and responsibilities
Alice receives quarterly management accounts, an annual budget and notice of material fundraising, sale or insolvency discussions. She may inspect reasonable records through a professional adviser bound by confidentiality; the rights cease if she transfers all shares other than to a permitted family trust.
## 4. Evidence, records and safeguards
The company will seek SEIS/EIS advance assurance where eligible but does not guarantee relief. Alice acknowledges that she could lose all £160,000, shares may be illiquid, further funding may dilute her and no deposit or guaranteed return is offered.
## 5. Review, escalation and outcome
A new issue made for fundraising must first be offered to shareholders pro rata unless the articles or a 75% shareholder resolution permits an exclusion. Related-party transactions require board approval without the interested director voting and must be on fair terms.
## 6. Reservations and practical protections
The parties will use mediation for a dispute about completion or information, then the courts. Confidentiality, data protection and IP restrictions survive; no clause prevents a whistleblowing report, regulator contact or a lawful statutory duty.
## 7. England and Wales law and completion
This completed fictional agreement is dated 8 November 2031 and governed by England and Wales law. Alice and the company sign with the subscription letter, risk acknowledgement, cap table and board resolution retained as completion records.