Business Resources

Articles

Stock Option Pricing by Private Companies: The New Valuation Environment Under 409A
An overview of current and best practices for determining the fair market value of the common stock of privately held companies.

Double Trigger Acceleration: Neat in Theory, Messy in Practice
A look at the advantages and pitfalls of double trigger acceleration as a venture-backed company's vesting solution.

The Making of a Winning Term Sheet: Understanding What Founders Want - Part II.
Second in a series on term sheets covers vesting acceleration, reallocation of founder's stock, option pool dilution and founder liquidity

Putting Sarbanes-Oxley To Work for Privately Held Companies
Voluntary adoption of certain provisions of the Act can make a company a more attractive candidate for an acquisition, public offering, or equity investment.

Founders' Equity
Key issues and suggested approaches to satisfy concerns of both founders and venure capital investors regarding the percentage of founders’ stock that should be subject to additional vesting.

Adjusting the Equity Plan Reserve in a Multi-Tranched VC Deal
Taking a closer look at the equity plan reserve as a crucial component of a venture-backed company's capital structure.

The Making of a Winning Term Sheet: Understanding What Founders Want — Part I.
The first in a series of articles to describe a few approaches that venture investors might consider to enhance the chances of winning a competitive deal — covering the special common liquidation preference.

Bridging the Option Pool Gap
When investors and a company disagree as to the size of the equity plan reserve, a simple drafting approach can help to bridge the gap.

Data Mining the Venture-Backed Company Charter
How charter terms can be used to determine pre-money valuations and describes other useful data that can be extracted from charter documents.

The Liquidation Preference of Non-participating Preferred: What's "The Deal" with NVCA Escrow Provision?
This venture capital article centers around one very fundamental question: What does a liquidation preference entitle non-participating preferred stockholders to receive in a liquidity event?

Equity Compensation 101
As a company structures the equity component of a compensation package, it needs to address at least two important questions: What type of equity award should be granted? and what are the terms of the equity award?

Choosing the Proper Form of Organization for a
New Business Venture
While each of the three most common entity types — C corporation, S corporation, and LLC — will insulate founders from personal liability, their differences are substantial regarding taxation.

Protecting the Legal Interests of Founders in a Startup Emerging Technology Company
While it is common for founders to rely on company counsel at the outset of company formation, certain situations call for founders to consider separate counsel to protect their individual interests.

Motivating Employees in the Face of Substantial Liquidation Preferences — The Overhang Problem
A look at several solutions to the problem of when a liquidation preference causes common stock (or options exercisable for common stock) held by employees to become worthless.

The New Massachusetts Business Corporation Statute: Chapter 156D of the Massachusetts General Laws
This overview of the state's new corporation law includes a comparison of selected provisions of Massachusetts Corporate Law and The Delaware General Corporation Law.

Venture Capital Financings of Technology Companies (PDF)
The definitive chapter on approaching prospective VC investors and the steps that ensue — for West Group by MBBP attorneys.

The Low Down on Start-Ups
A company will never succeed without a strong business vision. And it will never come into existence at all without careful attention to start-up mechanics.

E-Commerce Business Law
This e-business planning guide will help you to identify the legal issues involved in conducting business over the Internet.