A legal blog on private funds, startups, and venture capital.
A legal blog on private funds, startups, and venture capital.

Venture Capital Term Sheet Negotiation — Part 16: Closing Conditions and Expenses
This post is the sixteenth in a series giving practical advice to startups with respect to understanding and negotiating a venture capital term sheet. In the prior fifteen posts, we provided an introduction to negotiation of the term sheet and discussed binding and non-binding…


Venture Capital Term Sheet Negotiation — Part 14: Representations and Warranties
This post is the fourteenth in a series giving practical advice to startups with respect to understanding and negotiating a venture capital term sheet. In the prior thirteen posts, we provided an introduction to negotiation of the term sheet and discussed binding and non-binding…


Venture Capital Term Sheet Negotiation — Part 12: Preemptive Rights
This post is the twelfth in a series giving practical advice to startups with respect to understanding and negotiating a venture capital term sheet. In the prior eleven posts, we provided an introduction to negotiation of the term sheet and discussed binding and non-binding…


Is it time for the JOBS Act, Part Two?
When the JOBS Act was passed, a lot of people hoped that it would de-regulate startup finance, resulting in a boom of new startups being funded. By repealing the ban on general solicitation, allowing online angel investment platforms, creating the…


Venture Capital Term Sheet Negotiation — Part 10: Registration Rights
This post is the tenth in a series giving practical advice to startups with respect to understanding and negotiating a venture capital term sheet. In the prior nine posts, we provided an introduction to negotiation of the term sheet and discussed binding…


Venture Capital Term Sheet Negotiation — Part 8: Carve-Outs to Anti-Dilution Provisions and “Pay to Play” Provisions
This post is the eighth in a series giving practical advice to startups with respect to understanding and negotiating a venture capital term sheet. In the prior seven posts, we provided an introduction to negotiation of the term sheet and…

SEC’s Reg. A+ Proposal Has the Potential to Actually Be Useful
On December 13, 2013, the SEC issued a proposed rule, which contains a draft of the long-awaited regulations implementing Section 401 of the Jumpstart Our Business Startups Act (JOBS Act), creating a new securities registration exemption commonly known as “Reg.…
SEC Provides Exemption from Broker-Dealer Registration Requirements for M&A Brokers
On January 31, 2014 (revised February 4, 2014), the SEC issued a no-action letter to a group of attorneys who requested assurance on an issue that has long been on the minds of securities lawyers: are people who facilitate the sale…


Venture Capital Term Sheet Negotiation — Part 6: Voting Rights and Protective Provisions
This post is the sixth in a series giving practical advice to startups with respect to understanding and negotiating a venture capital term sheet. In the prior five posts, we provided an introduction to negotiation of the term sheet and…