LAW-2669 Entrepreneurship, Venture Capital, and The Law
This course will explore the theory, doctrine, and practice of law, business, and lawyering in the burgeoning entrepreneurship and venture capital space. It will be neither a traditional doctrinal course nor a "skills" course, but a hybrid exposing students to the business of early stage financing from the standpoint of entrepreneurs, angel investors, venture capitalists, policy makers, and lawyers. Subject matters will include both legal and business topics, including background on the venture capital industry, choice of entity issues (including tax considerations), the economics and law of executive compensation, valuation, down-rounds, and entrepreneurial versus legal mindsets. The course will not cover basic business law. Classes will consist of lecture, group exercises, and discussion. The capstone of the course will be an extended and competitive simulated negotiation spanning the last several weeks of the course, in which teams will represent companies and investors, creating, responding to, and negotiating the terms of a venture capital investment. Materials will include the Maynard & Warren casebook (2d edition) as well as materials posted on Blackboard. Grading to be based on class participation, homework assignments, and one significant writing assignment (marking up a venture capital term SHEET and explaining the comments). The course will involve a fair amount of the kind of number crunching that entrepreneurship and venture capital lawyers need to understand and to perform: valuations, calculation of shares, preferred stock liquidation waterfalls, and other exercises that involve arithmetic and simple algebra.
Prerequisite
LAW-2136