Venture Capital

Catalog description

This course will study the law of emerging companies. We will explore why startups exist and how they are founded (including entity choice and governing documents). We will study the investors who finance startups (angels, crowdfunding, traditional VCs, and new late-stage investors); how they structure their investments (convertible preferred stock, staged financing, and syndication); and how they exit those investments (acquisitions, IPOs, SPACs, and private secondary markets). We will cover the internal dynamics of startups (employee equity and vesting, noncompete issues, IP assignments) and VC funds (the partnership agreement and the GP-LP relationship). We will also consider whether and how the law could address public policy problems in the VC market (diversity, corporate misconduct, and anticompetitive acquisitions). Prerequisite(s): LAW 7060 ; and LAW 7056 may be taken as prerequisite or corequisite.