Formation Issues

Anti-Dilution Provisions For Preferred Stock

Nearly every venture capital financing will include anti-dilution protection provisions, which are meant to safeguard investors from a situation...

Representations And Warranties In Convertible Notes

Some investors are willing to purchase convertible notes without representations and warranties from the company. These are statements about...

Regulation A+ Post-Effective Filing Obligations

       Overview Upon qualification by the Securities and Exchange Commission (SEC) of a Tier 2 offering under Regulation A+,...

Trademark Considerations in Selecting a Business Name

Choosing the right name for a business can be a difficult process. There are a number of things to...

How To Set the Price Cap in a Convertible Note Round

I’ve written before about convertible note financings and why I believe they are typically more favorable to the company...

Does My Company Need to Issue Stock Certificates?

Stock certificates represent a shareholder’s ownership in a corporation, as a way for investors maintain and prove their ownership...

Laws Surrounding Finders Fees Continue To Evolve

For early-stage companies, the ability to raise money from investors is often critical to success. This can be a...

Aug 17 · 5 min read >

California Creates Finders Fee Exemption For Unregistered Persons

California has enacted a sweeping change to its securities laws, allowing for the payment of finder’s fees to unregistered...

Aug 17 · 2 min read >

SEC Crowdfunding Rules Are in Effect

In recent years, crowdfunding websites like Kickstarter and GoFundMe have become a popular way for people to solicit charitable...

Forum-Selection Bylaws Find Support In California Federal Court

Forum-selection bylaws can be a powerful tool for corporations to manage the risk of duplicative stockholder lawsuits by requiring...