Start-Up & Emerging Companies: Planning, Financing & Operating the Successful Business

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Law Journal Press, 28. mai 2019 - 1500 sider
Here's all the practical information you need to organize, finance and run a new enterprise.Start-Up & Emerging Companies: Planning, Financing & Operating the Successful Business book and CD brings you the legal and business savvy of leading experts from law, investment banking and venture capital firms. You'll find extensive coverage of: the venture financing process and negotiating strategies; corporate, securities and tax laws; corporate governance; registration and investor rights; the interplay between business and legal considerations; limited liability companies; joint ventures and strategic alliances; employee benefit plans; stock options; contracts; accounting procedures; intellectual property strategies; merger agreements and ancillary documents; exit strategies; and developments in Internet law and e-commerce.

In addition, this book features over 75 sample forms, clauses, agreements, checklists and term sheets on CD-ROM, including: documents for use in the formation of a corporation; organizational resolutions; employment agreements and offer letters; and forms for meetings of shareholders and boards of directors. For anyone starting a new enterprise or overseeing its growth, this is the ideal legal guide.
 

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Innhold

Initial Decision on Choice of Entity
1-1
1
1-3
CHAPTER
1-4
CHAPTER
1-4
6 Deadlock and Dissolution
1-5
State Securities Laws
1-13
01
1-18
6 Piercing the Corporate Veil 157
1-59
16 Books and Records 319
3-19
18 Dissolution and Termination 320
3-20
Other Partnership Formation Matters 321
3-21
Special Considerations for Partnership Entities 322
3-22
3 Raising Capital 323
3-23
4 Employee Equity Incentives 324
3-26
Federal Securities Law Considerations of Raising Capital A Practical Guide
4-1
04
5-12

8 Fiduciary Obligations of Directors and Officers 161
1-61
9 Continuity of Existence 162
1-62
10 Transferability of Interests 163
1-63
11 Accommodation to Alternative Forms of Capitalization 12 Statutory Close Corporations 164
1-64
13 Conclusion 166
1-66
09 Specialized Entities 1 Overview 168
1-68
Legal Mechanics of Organizing Corporations Chapter 3 Mechanics of Forming Partnerships
3-1
CHAPTER 2
3-2
Partnership
3-3
5 Limited Liability Company Articles of Organization
3-5
03 The Partnership Agreement 310
3-6
2 Term 311
3-12
6 The Capital Account 313
3-13
8 Allocations of Profits and Losses 314
3-14
10 Governance 316
3-16
11 Compensation of Management 317
3-17
13 Meetings and Voting 318
3-18
Sample StartUp Company Forms Chapter 24 Organizing a California Corporation Chapter 25 Joint Ventures and Strategic Alliances Chapter 26 Legal...
5-41
State Securities Laws Considerations of Raising Capital Chapter 6 An Overview of Venture Capital
6-1
Introduction
6-2
Index
6-4
The Venture Financing Process
7-1
Types of Securities
8-1
Preferred Stock Provisions
8-9
Stock Purchase Agreements
9-1
Volume
9-2
1 Violations of the Registration Requirements
10-1
10
10-2
1
10-6
Table of Contents
10-16
Employment Agreements Chapter 12 Federal Income Tax Considerations Affecting StartUp Businesses
10-47
Stock Options Chapter 14 Employee Benefit Plans Chapter 15 Proprietary Protection of Product or Service Chapter 16 Licensing Agreements Chapte...
10-71
iii
10-82
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Om forfatteren (2019)

Gregory C. Smith is the founding partner of Woodside Counsel, PC, a boutique law firm in the silicon Valley focused on the representation of emerging growth companies. He was a partner for over a decade in the Palo Alto office of Skadden, Arps, Slate, Meagher & Flom LLP. He has extensive experience representing start-up and emerging growth companies as well as underwriters, financial advisors and venture capitalists. Mr. Smith received his B.A. from Stanford University in 1985, where he was a member of Phi Beta Kappa, and his J.D. from Columbia Law School in 1988, where he was a Harlan Fiske Stone Scholar.

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