Emerging Growth Companies

• Business Planning

Strategic Planning. Our attorneys assist entrepreneurs and emerging growth companies in the development of a strategic plan to optimize resources in order to attain the client’s specific goals. We provide guidance to our clients regarding proper budgeting and forecasting and market and competitive analysis. Our attorneys have extensive experience working with entrepreneurs in many industries and use that experience to provide a reality check to a client’s business plan.

Business Structure. Our attorneys assist clients in developing tax efficient capital structures that effectively protect the interests of both the founders and the investors. We understand the differing tax needs of various investor types, including venture capitalists and angel investors, and structure companies in a way that will attract the target investors. Our attorneys advise clients on how to optimize their capital structure for the limitation of liability and for tax purposes by choosing the right business entity (such as a corporation, limited liability company, S-corporation, etc.) for the company’s anticipated pace of growth. In addition, we assist clients in analyzing the use of various levels of debt and equity to provide maximum tax benefits to the company and its investors and founders. We also strive to develop a company structure that aligns the interests of the founders, the employees and the investors to create a team environment in which everyone works towards the common goal of the company’s growth and success. This internal strategic planning includes the development of equity and deferred compensation plans and other incentives for the founders and the employees.

Sources of Funding. Our Emerging Growth Companies practice includes assisting clients in evaluating and pursuing the right types of investors. We have extensive experience representing venture capitalists, strategic corporate investors, hedge funds, angel investors and traditional banks in funding start-up companies at all levels of maturity and in a broad range of industries. This experience helps us provide practical advice to entrepreneurs on what types of investors to pursue and how to best structure their companies to appeal to those investors.

• Business Entity Formation

Choosing the correct business structure is often the first important decision a management team must make. The wrong choice could have dire tax consequences on the company and its various constituencies or prevent the company from attracting the types of investors it seeks. Our attorneys assist clients in choosing the right business entity (such as a corporation, limited liability company, S-corporation, etc.) and capital structure for tax efficiency and to enable the company to retain earnings or pass-through early stage losses where appropriate.

Different types of investors, such as venture capitalists and angel investors, have different interests from a tax perspective. We assist clients in choosing a business entity and capital structure that optimizes tax benefits to their target investors in order to attract those investors, while at the same time providing maximum protection from a liability perspective. We also assist clients in analyzing the use of various levels of debt and equity to provide maximum tax benefits to the company and its investors and founders. In addition, our attorneys understand how to structure companies to align the interests of the founders and employees with the company’s investors.

• Founders’ Agreements

We have extensive experience representing entrepreneurs and their companies from inception to maturity in various industries, including software, hardware, medical devices, biotechnology, biomedical, e-commerce, entertainment and many others. Once entrepreneurs decide to move forward with their venture, it is important that they come to agreement on how to resolve conflicts that may arise among them through the life of the business and how ownership may change upon the occurrence or nonoccurrence of certain events. We assist them in coming to agreement on the roles and goals they expect to maintain into the future, the relative ownership and control they expect to maintain over the life of the venture and what events may cause this relationship to change. We understand the delicate nature of the negotiation of such agreements and are able to develop structures that are mutually beneficial to all parties when necessary.