What is a private limited company? This is the most common form of corporate vehicle in the UK. Once a company is incorporated, it is treated as a distinct legal entity meaning the company can contract with third parties and incur liabilities. In addition, obligations of the company are not treated as obligations of the… Read more »

For founders, moonlighting on a day job can be thorny.  It isn’t lost on us that the vast majority of entrepreneurs have to start somewhere, and usually that somewhere is during his or her day job, but avoiding some common issues can help set your new venture up for better outcomes. The most important piece… Read more »

Click here to use the Cooley GO Docs Incorporation Package Generator Note that these documents are intended only for US companies incorporating in Delaware. The Cooley GO Docs Incorporation Package Generator allows you to generate any or all of the following documents: Action by the Sole Incorporator Certificate of Incorporation Bylaws, which automatically includes: Certificate of Secretary confirming adoption of… Read more »

You may have heard people refer to “single-trigger” or “double-trigger” acceleration.  What are they talking about? Single-trigger acceleration refers to the partial or full acceleration of vesting of someone’s options or stock based on the occurrence of a single event, i.e. that event is the “trigger” for acceleration. Double-trigger acceleration refers to acceleration based on… Read more »

Not Just a Question for Founders One question I get asked all the time by a team founding a startup is how to allocate stock among the two or three initial founders.  Often the question is expanded to cover other “founders” who are not prepared to join the team until some milestone is met.  For… Read more »

Thanks to Libby Hadzima Perkins for her contributions to this article. You and your co-founders have begun exploring a new business idea.  You plan to incorporate, build out a team and raise capital in the future. However, before incorporating you decide to divide ownership in the future company between the founders.  You and your co-founders… Read more »

The term “Founder” is commonly applied to those who were instrumental in creating a new enterprise. Founders are “present at the creation” and play a key role in forming the company. Bestowing the title of “Founder” does not itself give the Founder any special legal rights under US law because the title “Founder” has no… Read more »

You and your co-founders are getting your company off the ground. Everyone is excited and in perfect alignment. You have many people to be appreciative of as you launch your venture. Even though you may have the urge to share the potential success with everyone that has helped you along the way and to tell… Read more »

Most high growth companies that are set up for venture capital funding don’t use a stockholder agreement We sometimes get asked whether founders should put in place a “stockholder agreement” at the time of formation.  People have different practices but in my experience most companies do not use a stockholder agreement at the time of… Read more »