Legal Aspects of Entrepreneurship
Course Number 1555
Senior Lecturer Lena G. Goldberg
Fall; Q2; 1.5 credits
This course is designed for students who want to start, join or invest in a start-up or new business at any time during their career. Its goal is to develop an understanding of legal concepts that are an integral part of decision making from the time an entrepreneur conceives, starts to build and obtains financing from angels and VCs through development of exit strategies. The course perspective is global. It should be valuable for students considering careers in high tech, biotech, telecommunications, media and entertainment, e-tailing, venture capital, financial services and pharma.
No prior legal training is assumed. Students in the JD-MBA program are welcome to take this course but Law School courses cover these topics in more detail.
LAE has four objectives. First, the course will help prospective entrepreneurs navigate the continual interplay between business objectives and both U.S and non-U.S. legal parameters and explore how to identify and maximize the value of legal resources available to entrepreneurs. Second, it will enhance students' understanding of how law facilitates, helps grow and protects businesses as well as how, absent knowledge and planning, it can impede business transactions. Third, the course will provide an overview of the corporate, fiduciary, contract, intellectual property, employment and securities law issues encountered by start-ups and early stage companies. Fourth, it will consider what's customary and fair in transactions involving start-ups and the communications' challenges of translating legal advice and analysis into business language. The course will develop tools for using legal concepts effectively, managing the legal function and maximizing the value of interactions with counsel. During the course, students will be introduced to, and have the opportunity to interact with, a number of attorneys who have extensive experience in counseling start-ups.
Course Content and Organization
The course is organized around the following modules:
The Legal Environment for Entrepreneurship explores the role of various countries' legal systems in creating and sustaining a climate that facilitates entrepreneurial activity and the role of counsel in helping to launch, grow and protect new businesses.
Formation and Financing considers the different forms of business organization, contractual arrangements and other legal protections for corporate assets and opportunities, critical legal terms of financing arrangements, NDAs and governance and control under VCs.
Employment Relationships discusses legal aspects of developing, rewarding and retaining employees, including terms of employment contracts, compensation arrangements, rights of employees at will, non-competition agreements, creating a respectful workplace and employment litigation.
Growth and Exits examines strategies for maximizing the value of intellectual property, considers disputes that may arise between founders and VCs or other prospective investors, and surveys legal aspects of exit strategies, including PE exits.
Use of Expanded Time Slot/Grading
Classes will run the usual 80 minutes except that 4 classes may use the 40-minute expanded time period for deep dives in selected topics and role play in legal aspects of hiring and firing, responding to regulatory inquiries and litigation, presentations to potential investors, and communications strategy during exit transactions.
Students who are pairing this half-course with a field study or independent research should contact the instructor early in the Fall Term to discuss their projects.
There will be a final exam. Grading will be based equally on class participation and the final exam.
Lena G. Goldbergemail@example.com