Strictly Business
A legal blog on private funds, startups, and venture capital.
Strictly Business
A legal blog on private funds, startups, and venture capital.
Angel Capital Association Weighs in on Proposed “Bad Actor” Rule
Previously, I discussed the impact that the proposed “bad actor” rule will have on angel financings and offerings of interests in private investment funds. By prohibiting the use of Rule 506 of Regulation D in connection with any offering which…
How is an LLC governed differently from a corporation?
One of the first decisions new business owners face is what type of entity they should use to form their new company. Most likely, this involves a choice between a limited liability company (LLC) or a corporation. These two types…
The minimum net worth required of individual investors in private funds will soon increase.
By now, most managers of hedge funds, private equity funds, and venture capital funds know that they will be required to either register with the SEC or file Form ADV as a notice filing. But there is an additional…
9 Reasons Why Your Business Needs a Buy-Sell Agreement
In any business with multiple owners, there is a good chance that at some point, one or more of those owners may no longer be affiliated with the company, whether by choice, death, bankruptcy, or divorce. It’s important for business…
Are real estate fund managers required to be registered as investment advisers?
After my recent post regarding exemption from investment adviser registration of venture capital funds and small hedge funds, I had a number of people ask me about the status of real estate funds under the new regime. Do the managers…
Is due diligence going to get a whole lot more complicated for angel financings and fund offerings?
In recent rule-making, the SEC, at Congress’s behest, has proposed a rule that will increase due diligence requirements for Rule 506 offerings, which are the type of securities offering most frequently used by startups for their seed and angel rounds…
7 Reasons to Use a C-Corp for Your New Business
One of the first decisions a small business owner faces is choosing the right form of entity for his or her company. The most popular form of business in recent years is the limited liability company (LLC), because it is…
Exempt Reporting Adviser Filing Requirements for Private Fund Advisers
It is widely known that under the Dodd-Frank Act passed last year, private fund managers with assets under management of $150 million or more will be required to register as investment advisers with the SEC. It’s also widely known that…
Using Retirement Accounts for Asset Protection
The tax benefits of retirement plans such as 401(k)s and Roth IRAs are well-known; but what many people do not know, is that such plans also provide an added benefit of asset protection. The assets contained within these plans are…