A Brief Introduction to Drag-Along Rights

In its simplest form, a drag-along right is a provision that  entitles the majority shareholder to force the minority shareholder to sell his shares upon the same terms and conditions at which the majority shareholder is selling his stake. This right prevents the minority shareholder from refusing to sell his shares in case a buyer wants to buy all the shares of the company. When is this right Read More

The Advantages and Disadvantages of an Earn-Out Agreement for Sellers

As the owner and potential seller of a business, it’s only natural that you may value the company at a greater amount than a prospective buyer. So what can you do when you and a potential buyer are at odds over the fair purchase price of the business? One option is to utilize an "earn-out” agreement. An earn-out agreement is a mechanism in a transaction whereby a portion of the purchase price is contingent (and Read More

5 Steps to Take Once You Decide You Want to Buy a Business

So, you’ve officially decided that you want to buy a business. Now what? Purchasing an existing business can be a fantastic way to dive into the world of business ownership without some of the risks associated with a true “start up”. Or perhaps you are interested in increasing your current holdings by adding an existing company to your business. Either way, once you’ve made the decision that you want to Read More

Time Vesting vs. Milestone Vesting

When you start a company or offer equity rights at any time, it is oftentimes a wise choice to including a vesting requirement. The manner in which vesting occurs will depend on the specific circumstances, but generally speaking, it means that whomever is receiving the equity will be required to wait a period of time before gaining full control of it. Vesting serves as a significant incentive to ensure that Read More

The 3 “D’s” That Should Make You Think Twice Before Buying That Existing Business

If you want to own and operate a business, it can be hugely beneficial to purchase an existing operation. Ideally, when you purchase an existing business you will be able to hit the ground running and avoid many of the challenges and growing pains inherent in starting a company from scratch. However, not only has an existing business had time to become well-established and successful, it has also had time to Read More

Business Planning: 6 Strategies to Help You Exit…Stage Left

Whether you are a seasoned entrepreneur or you are just thinking about the possibility of starting or purchasing your own business, it is vital that you understand the concept of an “exit strategy.” In terms of business, an exit strategy is your plan for leaving the company you own. Ideally you will be exiting because you have achieved all your goals and are ready to move on, preferably with a nice profit. You may Read More

A Brief Q&A on Private Placement Memorandums (PPM)

Finding investors for your company is not a simple task. You have to demonstrate to people that your company is deserving of not only their faith in your company’s potential, but even more importantly, their hard-earned money. In addition, seeking out investment dollars from others can potentially put your company and you and the other selling principals at risk if an investor feels that he or she was misled or that Read More

The Advantages and Disadvantages of Employee Equity Incentives

There are numerous ways an employer can seek to incentivize its workforce. Under most circumstances the goal is the same: to give one’s employees a tangible reason to be productive and do everything in their power to improve the company and further the company’s interests. Incentives are meant to be a win-win situation for employees and employers, providing some sort of benefit to the employee for good work—work Read More

Intellectual Property Rights: The Importance of Invention Assignment Agreements

As an entrepreneur you’ve hopefully already thought a lot about protecting your company’s intellectual property. However, many business owners make the mistake of only considering protections against those outside their company who might seek to violate their IP rights. What about those within your company who are actually creating the intellectual property you want to protect? This is a complex area of IP law Read More

Crowdfunding Startups: Investing for the Masses

The digital age has lead to a boom in the practice known as “crowdfunding” This alternative form of finance has become increasingly popular thanks to websites like GoFundMe and Kickstarter where everyone from inventors to filmmakers to those seeking charitable donations can go to get their project funded through small contributions from large numbers of people. Securities laws previously prohibited allow Read More