Structuring and Documenting Founders' Equity and Control in a Start-Up

This course focuses on issues relating to the initial ownership, equity, and control of a start-up.

“AltaClaro's courses hit the right mark between being challenging and yet manageable for someone who is working while taking the program.”

-Associate, GHP Abogados (Costa Rica)

Training courses that are made for the transactional associate looking to increase their skill level

  • Advise clients on strategies for allocating equity among founders based on their contributions, including issuances of equity and restricted equity, vesting of restricted equity, option awards, and other compensation mechanisms.

  • Assess the potential for disputes and disagreements among founders, and develop strategies for managing and resolving those disputes in a fair and efficient manner.

  • Review and update a cap table to reflect equity grants, option awards, and SAFEs.

  • Review and negotiate a founders’ stock purchase agreement.

  • Review terms for a basic capital markets transaction.

  • Assemble basic documentation.

  • Interpret editing comments.

  • Coordinate signature pages.

  • Avoid common pitfalls in corporate drafting.

Effective Learning with ROI--Backed by Education Science

Learn

Learn at your own pace, absorbing lessons in short, easily digested segments led by experienced practitioners.

Do

Apply what you've learned to solve real-world client scenarios, using transaction documents derived from actual deals.

Review

Deepen your learning in virtual review sessions with an experienced practitioner. Review model answers and ask questions.

Class Content Overview

Participants will learn how ownership is allocated and documented among the founders, including concepts such as types of equity, contributions, valuation, and vesting. They will also explore how management and control are structured depending on entity type, and the mechanisms to ensure that the governance structure reflects the founders’ intent and protects against disputes. Other concepts covered in the course include Section 83(b) elections, 409A valuations, dilution, and cap tables.

Course Details

What you will learn
  • Write in a clear and concise way.
  • Blackline documents.
  • Interpret editing comments.
  • Coordinate signature pages.
  • Avoid common pitfalls in corporate drafting.
What you will get

2 CLE Credits is available for each course.

Description

This class addresses the basics of corporate drafting, using a commercial contract as an example. The instructor will focus on technical skills and concepts such as the basic structure of a contract, the interplay of representations and warranties, covenants, and conditions, and drafting and negotiating boilerplate language.

Simulation Exercise

Participants will be asked to review and propose revisions to a contract based on a set of facts relating to our hypothetical client’s goals and concerns. During the live review session of the course, participants will review the model answer and receive feedback on the substance of the drafting as well as practical tips for clear and concise drafting.

Sample Clip from Course

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Why Even Have a Contract as Opposed to an Oral Agreement?

Purpose of a Contract
  • To define the legal rights and obligations of the parties.
  • To give effect to the parties’ wishes.
  • To govern the intended relationship of the parties and to cover all contingencies.

Instructors Who Practice What They Teach

Julie Ryan

Partner, Acceleron Law Group

Stephen Kaplitt

Kaplitt Legal

Michelle Appelqvist

Senior Counsel, Paragon Legal

John Babcock

Partner, Waldrep Wall

Clients and Partners that Trust Our Team

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