Reference Materials

What Is A Liquidation Preference On Preferred Stock (And Why Should You Care)?

Liquidation preference is an essential part of preferred stock and is often considered to be among the most important...

New California Law Will Require Increased Private Fund Fee Disclosures

On September 14, California Gov. Jerry Brown signed into law legislation intended to increase transparency regarding the fees and...

Oct 19 · 1 min read >

What is the Difference Between Non-Participating and Participating Preferred Stock?

Liquidation preferences are an important part of preferred stock terms. Digging a little deeper, there are two basic types...

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+,...

How to Maintain Attorney-Client Privilege in M&A Deals

Attorney-client privilege protects most communications between a lawyer and his or her client where legal advice is sought or...

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...

Intermediaries In Crowdfunding: The Dos and Don’ts

New Securities and Exchange Commission rules took effect this year that authorize equity crowdfunding and allow accredited and unaccredited...

Regulation A+, Helping Small Businesses Raise Capital

Small businesses and startups should take note of new registration exemptions that enable companies to offer and sell up...