Michael Best & Friedrich LLP, through its Venture Best™ practice group, is a leading Upper Midwest legal resource for entrepreneurs and emerging growth companies. The attorneys on our Venture Best team have advised hundreds of entrepreneurs on the formation of new companies, capital structures, financing transactions and intellectual property matters, and provided counseling on day-to-day legal issues that arise in high growth start-up companies. Several have angel and venture capital investing experience, or have been entrepreneurs themselves and have served on the boards of directors of private and public technology-driven companies.
Our experience has allowed us to develop efficiencies so that despite the fact that we may have higher hourly rates than some of our competitors, we can provide comprehensive services at a price that is equal to or lower than other law firms that charge by the hour. More importantly, the quality and comprehensive nature of our start-up legal organization package will minimize the time and costs that outside investors spend on legal due diligence, maximizing your chances of obtaining financing and likely lowering the transaction costs associated with closing a financing.
The Venture Best start-up legal organization package starts as low as $5,000 (including filing fees in Delaware and a registration fee to do business in Wisconsin; other states are additional charges) and consists of the following services:
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Initial Incorporation, Organization and Qualification
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Capitalization Services
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Employment Services
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Intellectual Property Services
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Consultations
Incorporation, Organization and Qualification
- Reservation of corporate name
- Preparation and filing of Delaware Certificate of Incorporation (or Wisconsin Articles of Incorporation)
- Preparation of Bylaws
- Preparation of Consent by Incorporator
- Preparation of Board Consent regarding the following organization and corporate governance matters:
- Ratify actions of Incorporator
- Approval of organization expenses
- Adoption of Bylaws
- Authorization of principal officer, foreign qualification, fiscal year and Federal Employer Identification Number
- Designation of the size of the board of directors and election of officers
- Approval of issuance of Founder’s stock
- Approval of equity incentives (e.g., stock grants or stock options) to Founders (if applicable)
- Approval of form of stock certificates
- Approval of subchapter “S” election (if applicable)
- Authorization to open bank accounts
- Approval of form of Assignment of Inventions Agreement
- Approval of form of Nondisclosure Agreement
- Approval of form of Noncompetition Agreement (if applicable)
- Approval of Equity Compensation Plan and forms of Stock Option and Stock Grant Agreements
- Preparation and filing of Form SS-4 Application for Employer Identification Number (and state tax application for the state in which the company is located)
- Preparation of state tax application for the state in which the company is located
- Preparation and filing of qualification to do business as a foreign corporation in the state in which the company is located (if applicable)
- Preparation and organization of corporate records and minute book
- Preparation of Stockholder (or Shareholder) Consent regarding the following organization and corporate governance matters:
- Approval of form of Indemnification Agreement for officers and directors
- Approval of Stock Option / Stock Issuance Plan
Capitalization Services
- Entry of all initial capitalization data and corporate records into capitalization tracking software and corporate records database
- One year free subscription to software that provides the capability on an ongoing basis to:
- Track all stock and option issuances and cancellations
- Maintain copies of corporate records and minute books
- Produce a wide variety of capitalization reports
- Provide start-ups access to their capitalization and corporate records through the internet
- Preparation of Founders’ Restricted Stock Purchase Agreement for up to four Founders (with standard vesting terms) (if applicable)
- Preparation of Stock Certificates and Receipts for up to four Founders
- Preparation of Memorandum regarding 83(b) Elections for Founders (if applicable)
- Preparation of Stock Option / Stock Issuance Plan
- Preparation of form of Stock Option Agreement
- Preparation of form of Stock Issuance Agreement
Employment Services
- Preparation of form of Assignment of Inventions Agreement
- Preparation of form of Nondisclosure Agreement
Intellectual Property Services
- Preparation of form of Unilateral Nondisclosure Agreement
- Preparation of form of Mutual Nondisclosure Agreement
- Preparation of Assignment of Inventions Agreement from Founders to the company
- Preparation of Memorandum regarding Trademark Matters for a new company
Consultations
- Two hours of legal advice
- Twelve months of free attendance at meetings of the Board of Directors (maximum of six meetings)
What is Not Included
The above start-up legal organization package is designed to provide start-ups with a comprehensive set of tools that will allow them to protect their intellectual property and become investor-ready to seek outside financing. This package does not include any stockholders’ agreement among the founders or any private placement memorandum or other documents to raise external financing. (On that score, we have in the past assisted, in terms of reviewing, editing and in some cases drafting, business plan language for some of our start-up clients.) We are happy to quote hourly or fixed fees for these services which are price competitive and consistent with the quality of the Venture Best brand.
Please contact Greg Lynch, Paul Jones, Melissa Turczyn or another attorney on our Venture Best team for more information about our start-up legal organization package.
Disclaimer
This Blog is a publication of Michael Best & Friedrich LLP and is intended to provide clients and friends with information on recent legal developments. This Blog should not be construed as legal advice or an opinion on specific situations. For further information, feel free to contact authors or other members of the firm. We welcome your comments and suggestions regarding this Blog. © 2010 Michael Best & Friedrich LLP. All rights reserved.
