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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+,...

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 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...

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...

Why Non-Disclosure Agreements May Not be Appropriate During Initial Discussions

Non-disclosure agreements are common between companies that share sensitive information. These agreements, typically designed to prevent ideas or technology...

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...

California’s Bulk Sales Law – A Possible Trap For The Unwary Buyer

If you’re buying or selling a business in California, you need to be aware of the Bulk Sales Law....