Posts Tagged ‘vesting’

How To Launch a Startup and Avoid Ending-up in Jail

by Scott Edward Walker on June 23rd, 2011

Introduction

jail

I love working with startups and trying to protect founders (and watch their backs).  Not only are there key contractual issues that must be buttoned-down (like vesting and IP assignment), but also there is a minefield of laws and regulations that must be complied with.  Indeed, in a world of easy access to online documents and web sites like LegalZoom, it is often this legal compliance which is overlooked by founders, as they attempt to stay “lean” and “scrappy.”  As discussed below, however, non-compliance with certain laws and regulations could lead to founders’ criminal liability.

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How to Hire a Superstar Engineer for Your Startup

by Scott Edward Walker on June 2nd, 2011

Introduction

This post was originally part of my “Ask the Attorney” series which I am writing for VentureBeat (one of my favorite websites for entrepreneurs).  Below is a longer, more comprehensive version.  Please shoot me any questions you may have in the comments section – or feel free to call me directly at 310-288-6667 (Los Angeles) or 415-979-9998 (San Francisco).  Many thanks, Scott

Question

We launched a consumer internet site about a year ago, and we’re starting to get some really good traction.  We’ve spoken to a bunch of angel investors and they all told us that we need to get an engineer on our team (my partner and I are both business guys and we outsourced the development).  The problem is we’re in Silicon Valley, and we obviously don’t have the money to compete with the big tech companies for talent.  Can you please give us some advice on hiring a superstar engineer and the key legal issues that we should be addressing.  Thanks!

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Biggest Legal Mistakes That Startups Make – Part 1

by Scott Edward Walker on May 13th, 2011

Below is a video of my presentation a couple of months ago at a TechZulu event at CoLoft in Santa Monica. I hope you enjoy it (despite the audio issues); it starts at the 9:43 mark. Cheers, Scott (more…)

Walker Twitter Highlights: November 7th – 13th

by Scott Edward Walker on November 14th, 2010

I’m using Twitter as a form of micro-blogging to share interesting blog posts, articles and podcasts relating to entrepreneurship & startups, mergers & acquisitions, and business & corporate law issues.

For those of you who missed this week’s Twitter updates, below are my five most popular tweets (via bit.ly) and my blog-related tweets.  If you’d like to see all of my tweets (or an RSS feed of them), you can do so here.  Thanks, Scott

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Five Common Mistakes with Co-Founders

by Scott Edward Walker on November 2nd, 2010

Introduction

This post was originally part of my weekly “Ask the Attorney” series which I am writing for VentureBeat (one of my favorite websites for entrepreneurs).  Below is a longer, more comprehensive version.  Please shoot me any questions you may have in the comments section – or feel free to call me directly at 415-979-9998.

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“Ask the Business Attorney” – What Are the Biggest Legal Mistakes that Startups Make?

by Scott Edward Walker on June 9th, 2010

Introduction

This post was originally part of my “Ask the Attorney” series which I am writing for VentureBeat (one of the most popular websites for entrepreneurs).  Below is a longer, more comprehensive version — with ten mistakes, instead of six.

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Ask the Business Attorney – What Is an Employee Stock Option?

by Scott Edward Walker on June 2nd, 2010

Introduction

This post was originally part of my weekly “Ask the Attorney” series which I am writing for VentureBeat (one of the most popular websites for entrepreneurs).  Below is a longer, more comprehensive version.  Please shoot me any questions you may have in the comments section.  Many thanks, Scott

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“Ask the Attorney” – Splitting Equity

by Scott Edward Walker on March 17th, 2010

Introduction

This post is part of my weekly “Ask the Attorney” series which I am writing for VentureBeat (one of the most popular websites for entrepreneurs).  As the VentureBeat Editor notes on the site: “Ask the Attorney is a new VentureBeat feature allowing start-up owners to get answers to their legal questions.”

I have two goals here: (i) to encourage entrepreneurs to ask law-related questions regardless of how basic they may be; and (ii) to provide helpful responses in plain English (as opposed to legalese).  Please give me your feedback in the comments section.  Many thanks, Scott

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“Ask the Attorney” – Formation Issues (Part I)

by Scott Edward Walker on January 27th, 2010

Introduction

This post is part of a new series entitled “Ask the Attorney,” which I am writing for VentureBeat (one of my favorite websites for entrepreneurs).  As the VentureBeat Editor notes on the site: “Ask the Attorney is a new VentureBeat feature allowing start-up owners to get answers to their legal questions.”  This post is a longer, more-comprehensive version of the VentureBeat post.

The goal here is two-fold: (i) to encourage entrepreneurs to ask law-related questions regardless of how basic they may be; and (ii) to provide helpful responses in plain english (as opposed to legalese).  Please give me your feedback in the comments section.  Many thanks, Scott

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“Ask the Attorney” – Founder Vesting

by Scott Edward Walker on January 6th, 2010

Introduction

This post is part of a new series entitled “Ask the Attorney,” which I am writing for VentureBeat (one of my favorite websites for entrepreneurs).  As the VentureBeat Editor notes on the site: “Ask the Attorney is a new VentureBeat feature allowing start-up owners to get answers to their legal questions.”

The goal here is two-fold: (i) to encourage entrepreneurs to ask law-related questions regardless of how basic they may be; and (ii) to provide helpful responses in plain english (as opposed to legalese).

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Techcrunch Gets It Wrong Re Tweetphoto CEO (Plus, Lessons For Entrepreneurs)

by Scott Edward Walker on November 19th, 2009

Introduction

Yesterday evening, Michael Arrington of TechCrunch posted an interesting piece entitled “TweetPhoto CEO Says Too Much In Interview, Gets Fired. And That’s Just The Beginning…” (which has been subsequently re-posted throughout the blogosphere).  Unfortunately, Arrington has gotten his facts all wrong — at least according to Dan Caulfield, the CEO in question.

Arrington sets forth in his post that Caulfield “apparently said too much in [his podcast] interview [with Frank Peters], disclosing confidential information about partnerships [and] was fired by the company for the transgression.”  In the comments section to the post, however, Caulfield denied that there was any connection between his firing and the interview.  First, yesterday evening, he noted that: “I conducted this interview on [the] Morning of Nov 9th.  It had nothing to do with me leaving the company”; and then, this morning, he added that: “I was terminated a week prior to anyone hearing the interview.  Events not connected.”  Caulfield also retweeted the TechCrunch link to the post yesterday evening with a “Totally false!” insertion. (more…)

Issuing Stock Options: Ten Tips For Entrepreneurs

by Scott Edward Walker on November 11th, 2009

Fred Wilson, a New York City-based VC, wrote an interesting post a few days ago entitled “Valuation and Option Pool,” in which he discusses the “contentious” issue of the inclusion of an option pool in the pre-money valuation of a startup.  Based on the comments to such post and a google search of related posts, it occurred to me that there is a lot of misinformation on the Web with respect to stock options – particularly in connection with startups.  Accordingly, the purpose of this post is (i) to clarify certain issues with respect to the issuance of stock options; and (ii) to provide ten tips for entrepreneurs who are contemplating issuing stock options in connection with their venture.  (more…)

Launching A Venture: Ten Tips For Entrepreneurs

by Scott Edward Walker on September 15th, 2009

Below are ten tips for entrepreneurs who are launching a startup that will seek venture capital (“VC”) financing.

1.  Protect Yourself from Personal Liability.  The entrepreneur’s first step in connection with launching a startup should be to form an entity that will protect against personal liability.  As discussed below, a Delaware C-corporation is generally the recommended choice; however, in certain rare circumstances, it may be prudent for the entrepreneur to form an S-corporation or a limited liability company to obtain “pass-through” tax treatment (and then convert the entity to a C-corporation down the road, if necessary).  The bottom line is that the entrepreneur should seek the advice of corporate and tax counsel in connection with the formation of any business organization (e.g., shareholders in S-corporations — as opposed to C-corporations — are not eligible for the “qualified small business stock” capital gains tax break; and losses in C-corporations may be deductible up to $50,000/yr. or $100,000/yr. on a joint return with respect to “Section 1244 stock”). (more…)

Founder Vesting: Five Tips For Entrepreneurs

by Scott Edward Walker on September 10th, 2009

There have been several relatively recent blog posts with respect to the issue of founder vesting, including (i) two posts by Chris Dixon, a smart angel investor and co-founder of Hunch, here and here; and (ii) a post by Mark Suster, a successful entrepreneur turned VC (and another smart guy), here.  There are also a number of solid older posts addressing this issue, including (i) Venture Hack’s post here and (ii) Brad Feld’s post here.  The purpose of this post is three-fold: (i) to weigh-in from the legal side; (ii) to try to pull the foregoing posts together in an organized manner; and (iii) thereby to provide five practical tips to entrepreneurs in connection with founder vesting.   (more…)