This document proposes an alternative model to the traditional VC-funded startup model to revitalize US innovation. It argues the current model is broken as it only funds innovations that can achieve huge scale quickly, impoverishes ordinary investors, and hurts independent inventors. The proposed solution is a two-sided market where ordinary investors can invest directly in vetted inventions, and inventors receive funding and help developing and marketing their innovations. This could tap into the large markets of inactive would-be inventors and retail investors, diversifying risk across many smaller investments instead of betting on few large startups.
To introduce the importance of legal and regulatory issues to entrepreneurs
To consider the regulatory environments of the Asia–Pacific within which a new venture must exist
To examine intellectual property protection, including copyright, patents, trademarks and domain names
To recognise the important international protection regimes for intellectual property
To critically examine the IP practices of Asia–Pacific countries
To compare the common legal forms of business organisation in the Asia–Pacific, such as sole proprietorship, partnership and corporation
To be aware of the signals that foreshadow insolvency and bankruptcy
To examine the trend for environmental regulations that will affect business entrepreneurship
This chapter has a broad remit in considering the four types of legal and regulatory challenges that entrepreneurs will face in the Asia–Pacific region. We begin with a look at the various regulatory regimes that make up ease of doing business, from starting a company to closing it down. We then examine one of the most critical aspects for entrepreneurs: how to protect your intellectual property. Equally important is to then consider under what legal form to incorporate the firm. Finally, we look at regulations concerning climate change and global warming, regulations that are becoming increasingly troublesome for entrepreneurs. In typical legalistic style, we do need to note that the Asia–Pacific region includes many different countries and the scope of this text is limited to general knowledge. For specific information on legal matters particular to a country and your venture always seek the advice of appropriately qualified professional persons knowledgeable about the jurisdiction of your operations.
Intellectual Property Primer - Entity Formation and SelectionIdea to IPO
This document discusses entity formation and intellectual property protection for startups considering an initial public offering (IPO). It addresses choosing an entity structure like an LLC or corporation, initial ownership considerations around founder equity and vesting, and other common issues like hiring employees and financing options. The document also stresses the importance of intellectual property assignment agreements and trade secret protection for founders, employees, and third party intellectual property.
This document summarizes the key topics covered in a presentation on legal issues for startups. The presentation is divided into two parts: Part I discusses options for structuring U.S. operations, including reincorporating an Indian company as a U.S. parent, incorporating a U.S. subsidiary, or starting an independent U.S. company. Part II covers the life cycle of a startup, including incorporation, financing options, equity structure, intellectual property protection, and potential exit strategies like acquisition or IPO. Key issues discussed include incorporation processes, employment laws, financing terms, venture capital valuations, and strategic partnership agreements.
Many business ideas and infrastructure projects require a large amount of capital in order to become operational. Initial coin offerings (ICOs) have enjoyed much hype - and scepticism - as a means of generating capital. Drawing on experience from the energy sector, we present an overview of the pros and cons of ICOs as an alternative project finance mechanism to established approaches such as loans, bonds, and venture capital.
Rei ts can provide a steady stream of income(finished)RandyBett
REITs allow small investors to invest in large-scale, income-producing real estate by pooling money from many investors. REITs reduce risk and maximize potential profits by diversifying real estate holdings. There are different types of REITs that focus on various real estate properties like offices, warehouses, and shopping centers. REITs provide steady income through required dividend payments and allow investors to easily sell their shares on public stock exchanges.
This document provides an overview of intellectual property concepts relevant to entrepreneurs, including patents, trade secrets, copyright, and trademarks. It discusses patent basics like novelty and non-obviousness requirements. It also covers making use of patents through litigation, licensing, or starting a business. Trade secrets protect confidential information as long as it is kept secret. Copyright automatically protects original works and provides exclusive rights. Trademarks identify the source of goods and services and strengthen with use. The document advises entrepreneurs on best intellectual property practices.
Intellectual Property and Trademark EnforcementKlemchuk LLP
This document provides an overview of intellectual property law concepts including trademarks, patents, copyrights, and trade secrets. It discusses how trademarks can be symbols, words, or logos used to identify the source of goods and services. The trademark registration process is outlined including searching for marks, applying to register, responding to office actions, and maintaining registered marks over time. Enforcement of trademark rights through cease and desist letters or litigation is also covered. Common intellectual property myths are debunked and factors for analyzing trademark infringement are presented.
This document proposes an alternative model to the traditional VC-funded startup model to revitalize US innovation. It argues the current model is broken as it only funds innovations that can achieve huge scale quickly, impoverishes ordinary investors, and hurts independent inventors. The proposed solution is a two-sided market where ordinary investors can invest directly in vetted inventions, and inventors receive funding and help developing and marketing their innovations. This could tap into the large markets of inactive would-be inventors and retail investors, diversifying risk across many smaller investments instead of betting on few large startups.
To introduce the importance of legal and regulatory issues to entrepreneurs
To consider the regulatory environments of the Asia–Pacific within which a new venture must exist
To examine intellectual property protection, including copyright, patents, trademarks and domain names
To recognise the important international protection regimes for intellectual property
To critically examine the IP practices of Asia–Pacific countries
To compare the common legal forms of business organisation in the Asia–Pacific, such as sole proprietorship, partnership and corporation
To be aware of the signals that foreshadow insolvency and bankruptcy
To examine the trend for environmental regulations that will affect business entrepreneurship
This chapter has a broad remit in considering the four types of legal and regulatory challenges that entrepreneurs will face in the Asia–Pacific region. We begin with a look at the various regulatory regimes that make up ease of doing business, from starting a company to closing it down. We then examine one of the most critical aspects for entrepreneurs: how to protect your intellectual property. Equally important is to then consider under what legal form to incorporate the firm. Finally, we look at regulations concerning climate change and global warming, regulations that are becoming increasingly troublesome for entrepreneurs. In typical legalistic style, we do need to note that the Asia–Pacific region includes many different countries and the scope of this text is limited to general knowledge. For specific information on legal matters particular to a country and your venture always seek the advice of appropriately qualified professional persons knowledgeable about the jurisdiction of your operations.
Intellectual Property Primer - Entity Formation and SelectionIdea to IPO
This document discusses entity formation and intellectual property protection for startups considering an initial public offering (IPO). It addresses choosing an entity structure like an LLC or corporation, initial ownership considerations around founder equity and vesting, and other common issues like hiring employees and financing options. The document also stresses the importance of intellectual property assignment agreements and trade secret protection for founders, employees, and third party intellectual property.
This document summarizes the key topics covered in a presentation on legal issues for startups. The presentation is divided into two parts: Part I discusses options for structuring U.S. operations, including reincorporating an Indian company as a U.S. parent, incorporating a U.S. subsidiary, or starting an independent U.S. company. Part II covers the life cycle of a startup, including incorporation, financing options, equity structure, intellectual property protection, and potential exit strategies like acquisition or IPO. Key issues discussed include incorporation processes, employment laws, financing terms, venture capital valuations, and strategic partnership agreements.
Many business ideas and infrastructure projects require a large amount of capital in order to become operational. Initial coin offerings (ICOs) have enjoyed much hype - and scepticism - as a means of generating capital. Drawing on experience from the energy sector, we present an overview of the pros and cons of ICOs as an alternative project finance mechanism to established approaches such as loans, bonds, and venture capital.
Rei ts can provide a steady stream of income(finished)RandyBett
REITs allow small investors to invest in large-scale, income-producing real estate by pooling money from many investors. REITs reduce risk and maximize potential profits by diversifying real estate holdings. There are different types of REITs that focus on various real estate properties like offices, warehouses, and shopping centers. REITs provide steady income through required dividend payments and allow investors to easily sell their shares on public stock exchanges.
This document provides an overview of intellectual property concepts relevant to entrepreneurs, including patents, trade secrets, copyright, and trademarks. It discusses patent basics like novelty and non-obviousness requirements. It also covers making use of patents through litigation, licensing, or starting a business. Trade secrets protect confidential information as long as it is kept secret. Copyright automatically protects original works and provides exclusive rights. Trademarks identify the source of goods and services and strengthen with use. The document advises entrepreneurs on best intellectual property practices.
Intellectual Property and Trademark EnforcementKlemchuk LLP
This document provides an overview of intellectual property law concepts including trademarks, patents, copyrights, and trade secrets. It discusses how trademarks can be symbols, words, or logos used to identify the source of goods and services. The trademark registration process is outlined including searching for marks, applying to register, responding to office actions, and maintaining registered marks over time. Enforcement of trademark rights through cease and desist letters or litigation is also covered. Common intellectual property myths are debunked and factors for analyzing trademark infringement are presented.
The document discusses key legal aspects of negotiating shareholders' and investment agreements for startups. It covers the cycle of a typical venture capital investment including a letter of intent, investment agreement, capital increase, and closing. It then discusses provisions within the investment agreement including vesting which transfers founder shares if they leave the company, liquidation preference which favors investors in an exit, tag/drag rights during a sale, and anti-dilution clauses to protect investors from share dilution. Maximizing advantages and minimizing risks during negotiation of these legal structures is important for both founders and investors.
A short introduction to Venture Capital Term Sheets, and in particular the concept of liquidation preferences. Leo Dirac's talk from Ignite Seattle 4. For more detail, see http://embracingchaos.com/business
This document outlines an alternative investment model called "Nondominium". It involves four main stakeholder groups - Custodian, User, Manager, and Investor - who enter into collective and associative agreements. The collective agreement governs asset ownership and management, while the associative agreement details the responsibilities and returns for each stakeholder. Investment takes the form of "Stock" that is purchased at a discount and can be returned in payment for use of the asset. The goal is to create a collaborative and sustainable system aligned around shared prosperity rather than profits.
AIT Startup Lecture Series: Set up your Startup - N. AntoniouAIT_Communications
Christina Tsakona presenting at AIT's Startup Lecture Series - Steps to Success: “Set Up Your Start Up - Investment Term Sheets in Greece/ Europe/ US”.
In collaboration with AIT and CoLab@AIT, this event focused on investment term sheets. A team of attorneys analyze the basic legal terms in investment term sheets and convertible notes for startup companies that are about to or wish to raise funds from Greek, European or US investors.
In July, the advisory warned of an impending equity market sell-off due to signs of euphoria in large cap U.S. stocks and increasing global risks. Unlike permanent bears who have been consistently wrong, this was the advisory's first broad market caution, suggesting moving to a hedged equity strategy that buys attractive companies and shorts overheated stocks to provide return in all markets while avoiding losses during sell-offs. Recent market turbulence proved this fortuitous for investors who utilized managers executing this strategy well.
The document discusses obstacles that entrepreneurs and innovators face in accessing financing for their businesses. It notes that financial institutions view them as risky and financing them as costly. It then outlines different types of financing available, potential sources of financing, how financing could be used, what collateral or security may be required, and pointers for entrepreneurs in preparing to seek financing.
This document summarizes Adam Chesler's presentation on e-content licensing and negotiation. It discusses what a license is, why institutions sign licenses, and key things libraries should know when negotiating, including details about their institution, the content vendor, permitted uses, service details, access provisions, obligations, costs, and some common legal terms. The presentation emphasizes the importance of being well-informed before negotiating and aiming for a mutually agreeable license. It provides resources for more information on licensing models and standards.
Alternative and traditional investments: The real scoreScott Tominaga
While Scott Tominaga of PartnersAdmin has discussed alternative and traditional investments several times before, he believes it is always a good idea for people to revisit the basics and refresh themselves on the subject matter. A review is still useful, especially for people who plan to invest soon.
This presentation outlines the due diligence process that investors undertake when evaluating a potential investment. It discusses the intent of due diligence is to identify all reasons not to invest by examining various risk factors related to corporate structure, intellectual property, management, finances, and more. The presentation provides examples of specific areas and documentation that investors will request from companies to complete their due diligence, such as business plans, capitalization tables, financial statements, contracts, and legal documents. The overall goals of due diligence from an investor perspective are to understand the risks, evaluate the risk-reward profile, and ideally make an investment while remaining actively involved to help de-risk the company going forward.
This document provides information on socially responsible investing. It begins with definitions of key investment terms like stocks, bonds, mutual funds and market capitalization. It then discusses how to choose investments that align with social and environmental values through strategies like negative screening of certain industries, engaging in shareholder activism, and community investing. Research sources are provided for evaluating corporate behavior and performance from a socially conscious perspective. The goal is to educate investors on making financial choices that promote values of solidarity and responsibility.
This presentation discusses crafting a successful merger. It defines mergers and acquisitions, explores reasons corporations pursue acquisitions like vertical integration and diversification. It outlines potential exit paths and discusses valuation fundamentals and methods. The presentation also covers corporate control takeover mechanisms, buyout structures, acquisition agreements, the acquisition process steps, and post-merger integration challenges.
TCN on Air: Breaking Down Strategic Investments for Life Sciences and technol...The Capital Network
This document discusses strategic investments that life science and technology companies can make. It defines strategic investors as large, publicly-traded or privately-held companies that are either in the same industry or for which the technology is important. Strategic investors' motivations differ from traditional investors and include gaining access to new technologies, fostering commercial relationships, and positioning for potential acquisitions. The terms of strategic investments also differ, with investors often more flexible on valuation and control rights in exchange for rights of first negotiation or refusal on potential acquisitions.
Startup Istanbul 2016 / Anil Advani - Inventus LawStartup Istanbul
This document summarizes key legal issues for startups. It discusses structuring US operations through reincorporating a foreign company as a US parent, incorporating a US subsidiary, or an independent US company. It then covers the incorporation process, employment issues, IP ownership, equity structure, financing options like seed funding and venture capital, and strategic transactions. Key terms of preferred stock, valuation methodology, and deal documentation are examined. Finally, it addresses terms of use and privacy policies.
This document provides an overview of investment term sheets, including:
- A term sheet is a non-binding agreement that outlines the basic terms and conditions for an investment, and serves as a template for more detailed legal documents.
- It balances the interests of entrepreneurs/inventors and investors by answering key questions around investment growth, roles, rights, and exit provisions.
- Once agreed, a binding contract is drawn up conforming to the term sheet details around items like valuation, investment amount, stake percentage, and provisions.
This document discusses private equity, which refers to equity in companies that are not publicly traded. It covers common private equity investment strategies like leveraged buyouts and venture capital. Venture capital typically funds high-growth startups in industries like IT and biotech. The stages of venture capital funding and a startup's development are also outlined. The document then contrasts private equity with public equity and describes the IPO process and reasons why companies may decide to go public.
Speaker: Raphael Ronen, Commercialization Manager, The Innovations Group (TIG)
Within universities and research institutions there are no shortage of good ideas; but not all of those ideas make commercial sense. In this lecture, we explore what makes a technology worthwhile commercializing. We also touch on some of the lessons we can take from the university setting and apply to any start-up technology.
Part of the CIBC Presents Entrepreneurship 101 lecture series: http://www.marsdd.com/ent101
IP Due Diligence-What Investors Want To See | Quan Nguyen | Lunch & Learn UCICove
About UCI Applied Innovation:
UCI Applied Innovation is a dynamic, innovative central platform for the UCI campus, entrepreneurs, inventors, the business community and investors to collaborate and move UCI research from lab to market.
About the Cove @ UCI:
To accelerate collaboration by better connecting innovation partners in Orange County, UCI Applied Innovation created the Cove, a physical, state-of-the-art hub for entrepreneurs to gather and navigate the resources available both on and off campus. The Cove is headquarters for UCI Applied Innovation, as well as houses several ecosystem partners including incubators, accelerators, angel investors, venture capitalists, mentors and legal experts.
Follow us on social media:
Facebook: @UCICove
Twitter: @UCICove
Instagram: @UCICove
LinkedIn: @UCIAppliedInnovation
For more information:
cove@uci.edu
http://innovation.uci.edu/
Dr. Craig Kenesky, a patent attorney with the life science practice at WSGR in New York, delivers a presentation on "IP and the Biopharma Startup" at the October 29 iCAN-Global Entrepreneur's Breakfast Forum.
The presentation is about valuation of a start-up and usual deal structure - term sheet.
In the presentation you can find an overview why traditional valuation methods don't work (DCF, P/E multiple,...) and what are the real life approaches. You can also find more about types of the investments and potential exits.
The second part of the presentation is dedicated to the term-sheet and most frequent terms in an equity investment, especially in Central and Eastern Europe. In the presentation are listed the most frequent provision you can stumble upon, but no term sheet includes all of them.
In the presentation you can learn about many different clauses that influence economics and control in a venture capital deal. Nevertheless you should read more on the web (Term Sheet Hacks...) and the books like Venture Deal to have a clear picture if you have a good deal on the table or not for your startup.
Making it Rain:How to be Prepared, Not Scared, for Your Acquisition, IPO & Morebbispham
This document lists various locations and law firms around the world. It then provides an agenda for a presentation on preparing for an acquisition, IPO, or financing. The presentation covers defining the current market trends, understanding the digital landscape, trends in digital financing, and steps to prepare like developing intellectual property positions and governance practices. It discusses financing options like mergers, IPOs, and private sales. Key takeaways emphasize creating customer value, seeing competition as validation, and keeping costs low.
The document discusses key legal aspects of negotiating shareholders' and investment agreements for startups. It covers the cycle of a typical venture capital investment including a letter of intent, investment agreement, capital increase, and closing. It then discusses provisions within the investment agreement including vesting which transfers founder shares if they leave the company, liquidation preference which favors investors in an exit, tag/drag rights during a sale, and anti-dilution clauses to protect investors from share dilution. Maximizing advantages and minimizing risks during negotiation of these legal structures is important for both founders and investors.
A short introduction to Venture Capital Term Sheets, and in particular the concept of liquidation preferences. Leo Dirac's talk from Ignite Seattle 4. For more detail, see http://embracingchaos.com/business
This document outlines an alternative investment model called "Nondominium". It involves four main stakeholder groups - Custodian, User, Manager, and Investor - who enter into collective and associative agreements. The collective agreement governs asset ownership and management, while the associative agreement details the responsibilities and returns for each stakeholder. Investment takes the form of "Stock" that is purchased at a discount and can be returned in payment for use of the asset. The goal is to create a collaborative and sustainable system aligned around shared prosperity rather than profits.
AIT Startup Lecture Series: Set up your Startup - N. AntoniouAIT_Communications
Christina Tsakona presenting at AIT's Startup Lecture Series - Steps to Success: “Set Up Your Start Up - Investment Term Sheets in Greece/ Europe/ US”.
In collaboration with AIT and CoLab@AIT, this event focused on investment term sheets. A team of attorneys analyze the basic legal terms in investment term sheets and convertible notes for startup companies that are about to or wish to raise funds from Greek, European or US investors.
In July, the advisory warned of an impending equity market sell-off due to signs of euphoria in large cap U.S. stocks and increasing global risks. Unlike permanent bears who have been consistently wrong, this was the advisory's first broad market caution, suggesting moving to a hedged equity strategy that buys attractive companies and shorts overheated stocks to provide return in all markets while avoiding losses during sell-offs. Recent market turbulence proved this fortuitous for investors who utilized managers executing this strategy well.
The document discusses obstacles that entrepreneurs and innovators face in accessing financing for their businesses. It notes that financial institutions view them as risky and financing them as costly. It then outlines different types of financing available, potential sources of financing, how financing could be used, what collateral or security may be required, and pointers for entrepreneurs in preparing to seek financing.
This document summarizes Adam Chesler's presentation on e-content licensing and negotiation. It discusses what a license is, why institutions sign licenses, and key things libraries should know when negotiating, including details about their institution, the content vendor, permitted uses, service details, access provisions, obligations, costs, and some common legal terms. The presentation emphasizes the importance of being well-informed before negotiating and aiming for a mutually agreeable license. It provides resources for more information on licensing models and standards.
Alternative and traditional investments: The real scoreScott Tominaga
While Scott Tominaga of PartnersAdmin has discussed alternative and traditional investments several times before, he believes it is always a good idea for people to revisit the basics and refresh themselves on the subject matter. A review is still useful, especially for people who plan to invest soon.
This presentation outlines the due diligence process that investors undertake when evaluating a potential investment. It discusses the intent of due diligence is to identify all reasons not to invest by examining various risk factors related to corporate structure, intellectual property, management, finances, and more. The presentation provides examples of specific areas and documentation that investors will request from companies to complete their due diligence, such as business plans, capitalization tables, financial statements, contracts, and legal documents. The overall goals of due diligence from an investor perspective are to understand the risks, evaluate the risk-reward profile, and ideally make an investment while remaining actively involved to help de-risk the company going forward.
This document provides information on socially responsible investing. It begins with definitions of key investment terms like stocks, bonds, mutual funds and market capitalization. It then discusses how to choose investments that align with social and environmental values through strategies like negative screening of certain industries, engaging in shareholder activism, and community investing. Research sources are provided for evaluating corporate behavior and performance from a socially conscious perspective. The goal is to educate investors on making financial choices that promote values of solidarity and responsibility.
This presentation discusses crafting a successful merger. It defines mergers and acquisitions, explores reasons corporations pursue acquisitions like vertical integration and diversification. It outlines potential exit paths and discusses valuation fundamentals and methods. The presentation also covers corporate control takeover mechanisms, buyout structures, acquisition agreements, the acquisition process steps, and post-merger integration challenges.
TCN on Air: Breaking Down Strategic Investments for Life Sciences and technol...The Capital Network
This document discusses strategic investments that life science and technology companies can make. It defines strategic investors as large, publicly-traded or privately-held companies that are either in the same industry or for which the technology is important. Strategic investors' motivations differ from traditional investors and include gaining access to new technologies, fostering commercial relationships, and positioning for potential acquisitions. The terms of strategic investments also differ, with investors often more flexible on valuation and control rights in exchange for rights of first negotiation or refusal on potential acquisitions.
Startup Istanbul 2016 / Anil Advani - Inventus LawStartup Istanbul
This document summarizes key legal issues for startups. It discusses structuring US operations through reincorporating a foreign company as a US parent, incorporating a US subsidiary, or an independent US company. It then covers the incorporation process, employment issues, IP ownership, equity structure, financing options like seed funding and venture capital, and strategic transactions. Key terms of preferred stock, valuation methodology, and deal documentation are examined. Finally, it addresses terms of use and privacy policies.
This document provides an overview of investment term sheets, including:
- A term sheet is a non-binding agreement that outlines the basic terms and conditions for an investment, and serves as a template for more detailed legal documents.
- It balances the interests of entrepreneurs/inventors and investors by answering key questions around investment growth, roles, rights, and exit provisions.
- Once agreed, a binding contract is drawn up conforming to the term sheet details around items like valuation, investment amount, stake percentage, and provisions.
This document discusses private equity, which refers to equity in companies that are not publicly traded. It covers common private equity investment strategies like leveraged buyouts and venture capital. Venture capital typically funds high-growth startups in industries like IT and biotech. The stages of venture capital funding and a startup's development are also outlined. The document then contrasts private equity with public equity and describes the IPO process and reasons why companies may decide to go public.
Speaker: Raphael Ronen, Commercialization Manager, The Innovations Group (TIG)
Within universities and research institutions there are no shortage of good ideas; but not all of those ideas make commercial sense. In this lecture, we explore what makes a technology worthwhile commercializing. We also touch on some of the lessons we can take from the university setting and apply to any start-up technology.
Part of the CIBC Presents Entrepreneurship 101 lecture series: http://www.marsdd.com/ent101
IP Due Diligence-What Investors Want To See | Quan Nguyen | Lunch & Learn UCICove
About UCI Applied Innovation:
UCI Applied Innovation is a dynamic, innovative central platform for the UCI campus, entrepreneurs, inventors, the business community and investors to collaborate and move UCI research from lab to market.
About the Cove @ UCI:
To accelerate collaboration by better connecting innovation partners in Orange County, UCI Applied Innovation created the Cove, a physical, state-of-the-art hub for entrepreneurs to gather and navigate the resources available both on and off campus. The Cove is headquarters for UCI Applied Innovation, as well as houses several ecosystem partners including incubators, accelerators, angel investors, venture capitalists, mentors and legal experts.
Follow us on social media:
Facebook: @UCICove
Twitter: @UCICove
Instagram: @UCICove
LinkedIn: @UCIAppliedInnovation
For more information:
cove@uci.edu
http://innovation.uci.edu/
Dr. Craig Kenesky, a patent attorney with the life science practice at WSGR in New York, delivers a presentation on "IP and the Biopharma Startup" at the October 29 iCAN-Global Entrepreneur's Breakfast Forum.
The presentation is about valuation of a start-up and usual deal structure - term sheet.
In the presentation you can find an overview why traditional valuation methods don't work (DCF, P/E multiple,...) and what are the real life approaches. You can also find more about types of the investments and potential exits.
The second part of the presentation is dedicated to the term-sheet and most frequent terms in an equity investment, especially in Central and Eastern Europe. In the presentation are listed the most frequent provision you can stumble upon, but no term sheet includes all of them.
In the presentation you can learn about many different clauses that influence economics and control in a venture capital deal. Nevertheless you should read more on the web (Term Sheet Hacks...) and the books like Venture Deal to have a clear picture if you have a good deal on the table or not for your startup.
Making it Rain:How to be Prepared, Not Scared, for Your Acquisition, IPO & Morebbispham
This document lists various locations and law firms around the world. It then provides an agenda for a presentation on preparing for an acquisition, IPO, or financing. The presentation covers defining the current market trends, understanding the digital landscape, trends in digital financing, and steps to prepare like developing intellectual property positions and governance practices. It discusses financing options like mergers, IPOs, and private sales. Key takeaways emphasize creating customer value, seeing competition as validation, and keeping costs low.
This IP Strategy Overview was presented at a conference of innovators at Georgia Tech's College of Architecture in October 2013. The goal of this presentation is to go beyond the usual lawyer-generated content to highlight not only the positive aspects of IP, but also to give a reality check as to the likely ROI of investment in protection. A basic overview of IP (patents, copyrights, trademarks, trade secrets) is provided. Additionally, commonly overlooked forms of intangible asset value are presented. A case study of an innovation protection strategy is highlighted. Recommendations for business relevant IP and patent protection strategies are also included.
Making it Rain:How to be Prepared, Not Scared, for Your Acquisition, IPO & Morebbispham
This document provides an overview of preparing a company for acquisition, IPO, or financing. It discusses trends in the market, including more tech companies pursuing acquisitions over IPOs in recent years. It also covers understanding the digital landscape, trends in digital media, and financing options. The document advises how companies can prepare, including creating value drivers, formalizing governance, and addressing legal and tax matters. It emphasizes the importance of pre-planning and having robust reporting systems.
Investing 101 provides an overview of different investment types and strategies. It defines investing as committing capital with the goal of making a profit. Compounding allows earnings to generate additional returns over time. Investors should consider their risk tolerance based on factors like how much they can afford to lose and time horizon. Common investment vehicles include stocks, which represent company ownership; bonds, which are loans paid back with interest; and mutual funds, which provide diversified access to markets through fund managers. The document emphasizes starting early and maintaining a balanced portfolio tailored to individual risk preferences.
Initial Public Offering (IPO) allows a privately held company to issue common shares to the public for the first time. An IPO provides the company access to public market funding, an enhanced public profile, and allows founders to reduce ownership. However, IPOs also require increased reporting, costs and short-term management focus. The document then discusses the underwriting process for conducting an IPO, including hiring an investment bank, filing with the SEC, determining the offering price through book building or other methods, and the role of intermediaries such as lead managers, registrars and underwriters.
A Step By Step Guide To Growing A Technology Business The Legal Aspects O...lisaabe
Whether you are an entrepreneur or an investor, this presentation sets out the legal and business framework on How to Grow Your Technology Business into a profitable success!
스파크랩스의 주최로 열린 이 세션에서는 실리콘밸리 지역에서 미국 및 국제 고객을 대상으로 다양한 법률 활동을 해온 카탈리나 민(Catharina Min)이 현지의 고용절차부터 법인 설립과 IPO 상장, 그리고 인수합병에 이르기까지 미국 진출 시 반드시 알아두어야할 내용들에 대해 설명하는 시간을 가졌다.
Inside The Mind Of The Venture Capitalist: Decoding Legal Structures & Invest...J. Skyler Fernandes
This document provides summaries of key legal structures and investment terms:
- It discusses the most common business entities like sole proprietorships, partnerships, LLCs and corporations, noting that LLCs provide liability protection while corporations are preferable for investors.
- It covers securities regulations for different types of investors from friends/family to accredited investors to qualified investors.
- It also summarizes the main types of intellectual property - copyrights, trademarks, trade secrets and patents - outlining what they cover and their basic terms.
IP Due Diligence - What Investors Want to See | Matthew Grumbling | Lunch & L...UCICove
About UCI Applied Innovation:
UCI Applied Innovation is a dynamic, innovative central platform for the UCI campus, entrepreneurs, inventors, the business community and investors to collaborate and move UCI research from lab to market.
About the Cove @ UCI:
To accelerate collaboration by better connecting innovation partners in Orange County, UCI Applied Innovation created the Cove, a physical, state-of-the-art hub for entrepreneurs to gather and navigate the resources available both on and off campus. The Cove is headquarters for UCI Applied Innovation, as well as houses several ecosystem partners including incubators, accelerators, angel investors, venture capitalists, mentors and legal experts.
Follow us on social media:
Facebook: @UCICove
Twitter: @UCICove
Instagram: @UCICove
LinkedIn: @UCIAppliedInnovation
For more information:
cove@uci.edu
http://innovation.uci.edu/s.
The lecture covers topics such as:
* Which is best - licensing or start-up?
* Who owns my invention?
* How do I work with my Tech Transfer Office?
More information: http://www.marsdd.com/Events/Event-Calendar/Ent101/2007/introcommercializing-20071107.html
Speaker: Tom Corr, Associate VP Commercialization, University of Waterloo Office of Research
Basic definitions, types of investors, stages of your startup, determining the amount of money you need, milestone based funding, contract terms and deal making process.
Legal mistakes can doom even the best startup concepts and founding teams. This workshop prepares you with a legal road map to successfully safeguarding your product or idea. Yuri Eliezer, Founder and Patent Attorney at SmartUp, will show you how to reserve your Intellectual Property rights.
Similar to Legal formation and intellectual capital (20)
Digital Traces, Ethics and Insight: Data-Driven Services in FinTechClaire Ingram Bogusz
This presentation was given on 19 March 2018 for an audience at ESBRI in Stockholm. It highlights how, although data have been integral to the creation of new services, products and markets, responsible data use and analysis is vital.
A conversation grounded in slides, which was with a group of Swedish CIOs in March 2018. We talked about the implications of data collection for those who weren't even directly involved in data collection; for organisations, talent hunters, and ultimately ecosystems.
A presentation I gave for Lidingöloppet sponsors about the importance of identity online, especially in light of the rise of ad-blockers and globalisation. The starting point was my own research about the importance of identity in Open Source communities like the Bitcoin one.
This document provides an overview of cryptocurrencies like Bitcoin and the underlying blockchain technology. It discusses how distributed ledgers work through cryptography and a verified asset-agnostic ledger. While blockchains offer benefits like verification at scale, there are also design weaknesses. The document considers potential implications for supply chains, as blockchains could transform how assets are tracked. However, the author advises approaching potential applications with caution, as new skills and tools will be needed to leverage blockchains for "business as usual." Further reading on blockchain projects and investments is also referenced.
A class taught for a Master's course at Uppsala University, in which they were encouraged to design a blockchain-based "app" that improved on crowdfunding as it is today.
This document provides an overview of bitcoin, blockchains and their potential implications. It begins with background on distributed ledgers and cryptocurrencies like bitcoin. It then explains how technologies like blockchains work through the use of cryptography, tokens, and verification across distributed networks. Finally, it discusses how these technologies could disrupt traditional business models and provides further reading on applications in Sweden and internationally.
I gave this 10-minute presentation at the IIS offices, in the lead/up to the launch of their book on FinTech in Sweden. The slides outline the contents of a chapter that I contributed to the book.
A little about the pace of technological development--and how it both encourages and requires that we keep pace. However, execution is much of the battle; the technology changes are just the start.
A presentation given on data science, how it is affecting both individuals and firms, and how data science is being incorporated into the firm. Used as the basis for a class on digitalisation and big data for 3rd year Bachelors students.
This presentation was given at Skatteverket (the Swedish Tax agency) at a meeting of all four of the Scandinavian tax agencies, convened to work out how to respond to the various areas of sharing that have emerged in all four countries.
The rise of FinTech is part of a larger pattern, which includes the automation of a number of processes--and jobs. This presentation encouraged participants to engage with the question "How do I stay relevant in a world that is changing so fast?"
We presented some updated numbers around investment into FinTech in the Stockholm region. This report was commissioned by the Stockholm Business Region.
We developed and presented this report, which includes both a quantitative and qualitative investigation of FinTech investment in the Stockholm region. It was released in June 2015.
This presentation was given for Skatteverket (The Swedish Tax Authority) in April 2016. Entreprenörskapsforum commissioned the original report behind this presentation, available at sharing.claireingram.se.
The document discusses the sharing economy in Sweden. It finds that while the sharing economy has grown, second-hand sales are more common than sharing and exchanging. The sharing economy is driven by factors like increased internet access, lower barriers to entry, and a desire for more sustainable living. Examples of sharing platforms discussed include Uber, AirBnB, and crowdfunding sites. Concerns are raised about the sharing economy's impact on the labor market and potential regulatory challenges. The sharing economy is projected to continue rapid global growth and could reach $90-96 billion by 2025.
The document discusses the history and development of Bitcoin and blockchain technology. It describes how Bitcoin was created in 2008 as an electronic payment system using cryptography instead of a trusted third party. It introduces the underlying blockchain technology and explains how the blockchain records transactions in blocks in a distributed ledger. It also discusses how Bitcoin is bought and sold, current uses cases, regulations, security concerns and the potential roles for banks to participate in the Bitcoin ecosystem.
This document summarizes sources of financial capital for startups in Sweden. It discusses estimating capital needs, including tangible and intangible assets. Sources of capital include grants, loans, bootstrapping, friends and family, crowdfunding, angel investors, venture capital, and later-stage options like buyouts and IPOs. Each source involves different tradeoffs in terms of control, risk bearing, equity dilution, and growth expectations. Crowdfunding can help validate the market, pricing, and build a brand or community.
Today saw the launch of a really interesting research collaboration between Stockholm School of Economics, the Stockholm Business Region and Nasdaq. We met loads of really interesting professionals working in the FinTech space in Stockholm. Please do contact us if you have any questions - or just to say hi!
Explore the key differences between silicone sponge rubber and foam rubber in this comprehensive presentation. Learn about their unique properties, manufacturing processes, and applications across various industries. Discover how each material performs in terms of temperature resistance, chemical resistance, and cost-effectiveness. Gain insights from real-world case studies and make informed decisions for your projects.
1. Legal
Formation and
Intellectual
Capital
Things to consider when
starting out (in Sweden)
Claire Ingram
Stockholm School of Economics
NB! This is a general overview and does not constitute legal
advice – consult a lawyer if you have specific questions
2. • Recap of Monday’s lecture
• Pros and Cons of different sources of finance
• Structuring a Company
• Structuring a Financing Deal
• Scenarios particular to High Tech Entrepreneurship
• What is Intellectual Property?
Schedule Today
3. Investments in Sweden
Angel Investors
Invest large amounts, make few
investments and take equity share.
3.3-3.9 billion SEK p.a.
(approximation, based on 2008
data)
Soft Loans
State loans at high interest rates, but
which can be written off on enterprise
dissolution.
2.4 billion SEK p.a. (ALMI alone)
Venture
Capitalists
Invest large amounts, make few
investments and take equity share.
1.8 billion SEK p.a. (2010 data)
Crowdfunding
Either donation, pre-purchase/reward-
based or equity, depending on
platform and entrepreneur’s
preferences.
Estimated 100 million SEK (2014)
Ingram & Teigland, 2013
4. • Advice and Strategy
• Contacts
• Hiring
• Partnerships
• Profile and PR
• Further access to capital
• Trusted service provider
relationships
• Experience
• Internationalisation
• Exit optimisation
• ”Stamp of Approval”
Investors can bring
• Autonomy
• High Risk, High Reward
• Alternative Business Models
• But viable, esp. for software
startups
Going it alone can bring
Summary of Benefits
5. • Sole Proprietorship (Enskild Firma)
• No legal distinction between owner and company
• No legal ”personality” – so no company contracts
• Owner liable for company debts
• Often hard to raise capital
• Corporation (Akiebolag)
• Limited Liability
• Separate legal personality
• Can sell stocks/shares
• Corporate Governance structures (Boards etc)
Company registration
6. • Shareholder Agreement
• Who is in charge
• What are the rules around purchase and selling of
shares and firm
• On agreement
• On majority
• Right of First Refusal
Relations between Owners
7. • Buy-outs
• Purchase by a large firm (Google, Ericsson etc.)
• Purchase by a Private Equity firm
• IPOs
• Initial Public Offering
• Really stringent legal requirements around transparency & disclosure
• Disclosure means that investors see firm as less risky
• Could be a way to grow business – or an exit strategy for
founders/investors
• Private Placement
• Sale of shares to private companies
Or ”exit?”
Late
8. • Companies’ main imperative is to create value for
shareholders
• So what about social entrepreneurship?
Discussion, then break
Purpose of a Company
LoanBootstrap
Friends &
Family
Angel VCGrant Crowd
9. • Pre Money: The value of the firm prior to the new
investment
• Fully Diluted: The firm’s total number of shares
including all outstanding purchases (e.g. Options)
Some Terminology
10. • Multiple Stock types
• Common Stock
• Ownership stake
• Right to Vote
• Right to Dividends on issue / Appreciation on sale
• Right to share of assets on Bankruptcy/Liquidation
• Preferred Stock
• As the name suggests, ”preferred”
• Convertible Notes
• A debt instrument that is convertible into common stock
• Converts either immediately or on a vote by shareholders
• Can be limits on value/number of shares obtainable through
a convertible note
Structuring a deal
11. • Stock that has particular rights attached to it
• Some common rights are:
• Option: Right to purchase stock (at a later date) at a pre-determined price
• First Refusal: Should a company decide to sell stock, must
• Conversion: Right to convert a preferred share to another kind of share
• Pre-emption: Right to be involved in future rounds of financing
• Registration: Right to oblige a company to register for IPO/include shares in
an IPO
• Redemption: Right to force a company to purchase back shares
• offer it to right holder first
• Co-Sale Agreements
• Voting/Veto agreements
• Drag Along: Where the majority agrees on something, minority members are
obliged to participate in the deal/agreement
• Liquidation Preference: Investor gets preference in the event that the firm is
liquidated/goes bankrupted
Preferred Stock
12.
13. • Entail negative rights – can’t make anyone do anything, can only
get them to stop once started
• Patents
• EU or US
• Different requirements, different applicability
• MUST be registered
• Trademarks
• Need not be registered
• Visual representation with distinctive character, used in Trade
• Copyrights
• Need not be registered
• Protects tangible works of authorship, e.g. writing, music, works of art
• Right of integrity: this is the right of an author to ensure that his/her
work is not subjected to derogatory treatment (not in US)
Intellectual Property
14. 1. First to file for patent
2. Meant to protect industrially
applicable/technical inventions only
3. New, not pre-existing
4. Not-obvious from the "closest
prior art” – therefore involves an
inventive step
EU Patents
1. The first inventor must apply
2. Patentable subject matter:
• Machine (e.g. 3D printer)
• Article of manufacture (e.g.
Diagnostic kit)
• Composition of matter (e.g. A
Drug)
• Process (e.g. Making nanotubes)
3. Novel and timely
4. The invention must be non-
obvious
5. The invention must be
sufficiently documented
US Patents
Brief overview of Patents
15. • Can be owned by any legal entity – so the company
or the individual
• In US, things developed while employed usually
accrue to employer.
• In Europe, inventions usually remain property of
individual (unless contract to the contrary).
• INCREDIBLY lucrative – e.g. Patent Trolls
• Really attractive to investors
Ownership of I.P.
16. 1. Cheaper and more accessible hardware parts
2. Smartphones and tablets have many of the
hardware & software features of a computer
3. Platforms that facilitate customer access (Google
Play, iTunes store etc)
4. Potential for global sales through these platforms
5. Easier and quicker prototyping (3D printing)
6. Low interest rates
7. Crowdfunding
Lower Barriers for Entry
17. • Due to global markets, social media etc – increased
importance of other forms of capital
• Social Capital: Resule from social networks (who people
know) and the norms of reciprocity (desire to help one
another) that results
• Human Capital: Skills that the human members of the
team have
• Structural Capital: “… hardware, software, databases,
organizational structure, patents, trademarks, and
everything else of organizational capability that
supports those employees’ productivity.” (Bontis 2000)
• Intellectual Capital: Tangible and intangible intellectual
capital – both human and structural capital.
Forms of Capital