Atornee
Get Started Free
Generate Advisory Agreement Now

Lawyer reviewed templates

how to draft a startup advisor agreement uk

How to Draft a Advisory Agreement in the UK

If you're bringing on an advisor for your startup, knowing how to draft a startup advisor agreement UK founders can actually rely on is essential before any work begins. An advisor agreement sets out what your advisor will do, what equity or compensation they receive, how long the arrangement lasts, and what happens when it ends. Without one, you risk disputes over IP ownership, equity vesting, and confidentiality — all of which can become serious problems at due diligence or fundraising. UK law doesn't mandate a specific format for advisory agreements, but certain clauses carry real legal weight under the Companies Act 2006, the Contracts (Rights of Third Parties) Act 1999, and UK IP law. This guide walks through every section you need to include, explains why each clause matters, and flags where you should get a solicitor involved rather than going it alone. It's written for founders who want to move quickly without cutting corners.

Generate Advisory Agreement Now
Instant Access
Lawyer Reviewed

Why this matters

Most founders bring on advisors informally — a handshake, a few emails, maybe a vague promise of equity. That works fine until it doesn't. When an advisor claims they own IP they helped develop, or disputes how much equity they're owed after you pivot, or shares sensitive information with a competitor, you have no written agreement to fall back on. Drafting a proper startup advisor agreement isn't about distrust — it's about clarity. Both sides benefit from knowing exactly what's expected. The problem is that most founders don't know what to include, and paying a solicitor to draft one from scratch feels disproportionate for an early-stage relationship.

The Atornee approach

Atornee lets you generate a UK-specific startup advisor agreement in minutes, not days. You answer a short set of questions about your advisor's role, compensation structure, equity vesting schedule, and IP arrangements, and Atornee produces a legally grounded draft built around UK contract law. It's not a generic template — it reflects your actual situation. You can review, edit, and download the document directly. For straightforward advisory arrangements, this is enough to get a signed agreement in place quickly. If your situation involves complex equity structures, regulated activities, or cross-border elements, Atornee will flag that and recommend you review with a solicitor before signing.

What you get

A UK-specific advisor agreement covering scope of services, compensation, equity vesting, IP assignment, and termination — tailored to your startup's situation
Clear vesting schedule language that protects you if the advisor relationship ends early, including cliff and monthly vesting options
IP ownership and assignment clauses that ensure any work product created by your advisor belongs to your company, not them
Confidentiality provisions aligned with UK law, so sensitive business information stays protected throughout and after the advisory relationship
Plain-English explanations of each clause so you understand what you're signing, not just what it says

Before you sign checklist

1
1. Define the advisor's role in writing before drafting — list specific activities, introductions, or expertise they're providing
2
2. Decide on compensation structure upfront: cash retainer, equity only, or a combination, and agree the vesting schedule including any cliff period
3
3. Confirm whether the advisor will have access to confidential information, trade secrets, or customer data — this determines how robust your confidentiality clause needs to be
4
4. Clarify IP ownership expectations before the agreement is drafted — if the advisor will create anything (content, code, introductions that generate IP), make sure assignment language is included
5
5. Set a clear term for the agreement — most startup advisor agreements run 12 to 24 months with renewal options, and you need a defined termination process
6
6. Check whether the advisor is acting as an independent contractor or could be classified as an employee under UK law — misclassification has tax and employment law consequences
7
7. Once drafted, have both parties sign a copy and store it securely — verbal agreements or email threads are not a substitute for a signed document

FAQ

Does a startup advisor agreement need to be witnessed or notarised in the UK?

No. A standard advisor agreement is a simple contract under UK law and does not need to be witnessed or notarised to be legally binding. Both parties signing is sufficient. If the agreement is executed as a deed — which is sometimes done when there's no consideration — then witnessing is required, but most advisor agreements involve equity or payment, so a simple contract is fine.

What equity percentage should I give a startup advisor in the UK?

There's no fixed rule, but typical advisor equity in UK startups ranges from 0.1% to 1%, depending on the advisor's seniority, the stage of the company, and how active their involvement will be. Early-stage advisors who are genuinely hands-on might receive up to 1%. More passive or later-stage advisors are usually at the lower end. Whatever you agree, make sure it vests over time — usually 12 to 24 months — so you're not locked into giving equity if the relationship doesn't work out.

Who owns IP created by an advisor under UK law?

Under UK law, an independent contractor — which most advisors are — retains ownership of any IP they create unless there's a written assignment to the contrary. This is different from employees, where IP typically belongs to the employer. If your advisor will create anything of value — code, content, designs, processes — your agreement must include an explicit IP assignment clause transferring ownership to your company. Without it, you may not own what you paid for.

Can I use a US-style FAST agreement for a UK startup?

The Founder Advisor Standard Template (FAST) was designed for US startups and references US legal concepts that don't map cleanly onto UK law. You can use it as a reference for structure and equity norms, but you should not use it as-is for a UK company. Key differences include how equity is granted, IP assignment under UK law, and tax treatment of advisor shares. Use a UK-specific template or have a UK solicitor adapt it.

What happens if an advisor breaches confidentiality?

If your agreement includes a confidentiality clause and the advisor breaches it, you can pursue a claim for breach of contract in the UK courts. The remedy is typically damages — compensation for the loss caused by the breach. In serious cases, you may also be able to seek an injunction to prevent further disclosure. The strength of your position depends entirely on how clearly the confidentiality obligations are drafted, which is why vague or boilerplate clauses are a risk.

Do I need a solicitor to draft a startup advisor agreement?

For a straightforward advisory arrangement — defined role, standard equity vesting, no regulated activities — you don't necessarily need a solicitor to draft the initial document. Tools like Atornee can generate a solid UK-specific draft quickly. However, you should involve a solicitor if the advisor is receiving significant equity, if there are complex IP arrangements, if the advisor operates in a regulated sector, or if you're unsure about employment status classification. Getting it wrong in those situations is more expensive than the legal fee.

Related Atornee Guides

Cheap Contract Solicitor Alternative (UK)

Useful if you want to understand when Atornee replaces a solicitor and when it doesn't for contract drafting broadly.

Cheap Solicitor for NDA (UK)

Most advisor agreements should be paired with an NDA — this guide covers that document separately.

Atornee Use Cases

See how founders and operators use Atornee across different document types and business stages.

External References

GOV.UK Business and Self-employed

Official UK government guidance on business operations, including contractor relationships and company obligations.

UK Legislation

Primary source for UK contract law statutes including the Contracts (Rights of Third Parties) Act 1999 and Companies Act 2006.

ICO Guidance for Organisations

Relevant if your advisor will handle personal data — UK GDPR obligations apply and should be reflected in the agreement.

Trust & Verification Policy

Authored By

A

Atornee Editorial Team

UK Contract Research

Reviewed By

C

Compliance Review Desk

UK Business Legal Content QA

Last reviewed on 3/4/2026

"This content is based on analysis of UK contract law, common startup advisory arrangements, and the practical drafting challenges founders encounter when formalising advisor relationships. It reflects patterns observed across early-stage UK company formation and equity documentation workflows."

References & Sources