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Anti-Dilution vs. Non-Dilution Shares

... and why you should never give non-dilution shares to investors

Every investor would love to have special shares that don't get diluted in subsequent rounds!

But, achieving that non-dilution means you and existing investors will effectively be buying shares for the person who has non-diluting shares so they maintain their % equity without having to buy more shares like everyone else. And that's not something the other investors are going to be happy to do! 

You should never ever give anyone non-diluting shares - it can not only ruinously dilute the founders, but also make your company uninvestible in the future because future investors will see that they too will be buying shares, from their own equity, to top up the person you unwisely gave non-diluting shares to.

At SeedLegals we're so keen that you never ever give anyone non-diluting shares that the SeedLegals team will likely insist you speak to the SeedLegals CEO before letting you do that.

In fact, he made a video about it here - so if an investor asks for non-diluting shares, head over to that article and share it with them. 

The article also explains the difference between non-diluting shares, which are a big no-no, and anti-dilution, which is something that VCs will usually request and which you can agree to, though they come at a cost if a future round is a down round (i.e. at a lower valuation than the round in which the anti-dilution shares were issued).