Drafting Shareholder Agreements for Venture Capital Investment
Voting and Consent Rights, Transfer Restrictions, Drag-Along Provisions, Estate Planning Issues
Recording of a 90-minute CLE webinar with Q&A
This CLE course will enable corporate counsel to structure shareholder agreements that balance the interests of founders with those of the venture capital (VC) investor. The panel discussion will include voting and consent rights, share transfer restrictions, share classes, drag-along provisions, other shareholders, and estate planning concerns.
Outline
- Nature of VC investment—preferred stock, exit strategy
- VC concerns
- Consent rights, election of board
- Restrictions on transfer/ Tag—Along Rights
- Ability to influence or force a sale or Put Right
- Reverse vesting for Founders equity
- Conflicting concerns of founders
- Management control
- Voting rights and investment return
- Estate planning transfers
- Protecting interests of existing non-founder shareholders
Benefits
The panel will review these and other key issues:
- What voting and control rights do VC investors typically seek when they become shareholders?
- Why are drag-along rights important to the VC’s exit strategy, and how should they be documented in the shareholder agreement?
- What are some conflicting concerns that may arise between founders and other existing shareholders?
- How should estate planning transfer provisions be amended to address VC demands?
Faculty
Jamie Firsten
Partner
Goodmans
Mr. Firsten's practice focuses on corporate and commercial law. He is also involved in private equity, venture... | Read More
Mr. Firsten's practice focuses on corporate and commercial law. He is also involved in private equity, venture financing, and merger and acquisition transactions involving both public and private companies. He advises clients in a wide range of industries including information technology, media, hospitality, manufacturing and industrial, retail and natural resources. He has experience working with clients on the incorporation, organization and financing of companies, and in drafting shareholder, partnership, and joint venture agreements as well as a variety of commercial agreements.
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Lisa R. Stark
Partner
Hirschler Fleischer
Ms. Stark brings more than two decades of experience guiding companies through complex corporate transactions and... | Read More
Ms. Stark brings more than two decades of experience guiding companies through complex corporate transactions and strategic decisions involving Delaware corporate law. Her practice spans mergers and acquisitions, IPOs, proxy contests, asset sales, stock issuances and hostile takeovers. Ms. Stark advises both public companies and private equity funds and their portfolio companies in connection with mergers and acquisitions. She also counsels both public and private companies on corporate governance matters, including Delaware fiduciary duties, and the General Corporation Law of the State of Delaware. In addition, Ms. Stark has a strong capital markets practice, advising on IPOs, secondary offerings, and at-the-market transactions. She also regularly works with private equity and venture-backed companies on preferred stock and debt financings, as well as strategic investments and exits.
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