Scott Edward Walker
Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a boutique corporate law firm specializing in the representation of entrepreneurs. Scott has 15+ years of broad corporate law experience, including nearly eight years at two prominent New York City law firms. He has built a strong team of lawyers, with offices in Los Angeles, San Francisco and Washington, D.C. You can follow him on Twitter as @ScottEdWalker or check out his blog.
Recent Posts
FAQ: What startups should know about the U.S. crowdfunding bill
On November 3, the U.S. House of Representatives passed H.R. 2930 (the “Entrepreneur Access to Capital Act”), a crowdfunding bill that will allow startups to offer and sell securities via crowdfunding sites like Kickstarter, as well as social networking sites such as Facebook and Twitter.
As I discussed in my post, “FAQ: What the new U.S. crowdfunding bill means for entrepreneurs,” this change could be huge for startups and lifts certain securities law prohibitions that … Continue Reading
FAQ: What the new U.S. crowdfunding bill means for entrepreneurs
Last week, the U.S. House of Representatives passed a crowdfunding bill that will allow startups to offer and sell securities via crowdfunding sites and social networks. If passed by the Senate and signed off by the President, the bill will become a law, giving entrepreneurs new options for raising money for their companies.
Here’s a look at the current and proposed crowdfunding rules, and how this bill could shake things up for startups.
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The legal checklist every startup should reference
I’ve been a corporate lawyer for more than 17 years, and there are certain fundamental legal mistakes that I’ve seen startups repeatedly make (many of which surface when investors are conducting their due-diligence investigation).
Accordingly, I thought it would be helpful to provide a simple checklist for startups that includes links to indepth posts for a more detailed discussion.
Startup checklist:
1. Form a corporation, not an LLC (see post here) or a partnership (see … Continue Reading
Three ways startups can cut legal fees in half
A reader asks: We launched our company about six months ago, and we’ve been using a big Silicon Valley law firm to handle the legal work. The problem is, we’re getting killed with the fees. We just closed a $250,000 convertible-note financing, and the bill was almost $13,000. When I reviewed the invoice, I saw the partner was billing us at $740 an hour, a senior associate at $595 an hour and a junior associate … Continue Reading
Four deadly legal mistakes startups make
A reader asks: My co-founders and I are working on a cool new site, and we’ll be ready to launch in a few weeks. I’ve been reading a lot on the web about incorporation and other legal stuff. We have no money, so we’re going to do the legal ourselves. Assuming we might mess something up, are there any mistakes that can’t be fixed down the road? We know that once we get money in … Continue Reading
Demystifying the VC term sheet: The investors’ option to walk
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
For the past few months, I’ve been exploring some of the more confusing terminology in VC term sheets. In my last post, I discussed redemption rights. Today, I’m looking at the non-binding and conditional language in term sheets.
VC term sheets are non-binding -… Continue Reading
Should you use an investor’s lawyer?
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
A reader asks: We’re a startup based in Palo Alto, and we just received a Series A term sheet for a $725,000 investment. The investor is basically insisting we use his lawyer at a big Valley firm to represent us. He said he doesn’t … Continue Reading
What are the rights of minority stockholders?
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
For the past few months, I’ve been discussing the rights of VC investors in connection with preferred stock financings, such as veto rights, redemption rights, liquidation preferences, Board seats, etc. All of these rights are contractual in nature – that is, they are initially … Continue Reading
Demystifying the VC term sheet: Redemption rights
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
For the past few months, I’ve been exploring some of the more confusing terminology in VC term sheets. In my last post, I discussed conversion provisions, which address the right (or obligation) of the investors to convert their shares of preferred stock into shares … Continue Reading
How to launch a startup and avoid ending up in jail
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
One of the most enjoyable (and sometimes complicated) part of working with startups is protecting founders and watching their backs. Not only are there key contractual issues that must be buttoned-down (like vesting and IP assignments), but there are also a minefield of laws … Continue Reading
Demystifying the VC term sheet: Conversion Rights
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
For the past couple of months, I’ve been exploring some of the more confusing terminology in VC term sheets. In my last post, I discussed “pay-to-play” provisions, which are designed to provide a strong incentive for investors to participate in future financings. Today, I’m … Continue Reading
How to hire a superstar engineer for your startup
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
A reader asks: We launched a consumer Internet site about a year ago, and we’re starting to get some really good traction. We’ve spoken to a bunch of angel investors and they all told us that we need to get an engineer on our … Continue Reading
Demystifying the VC term sheet: Pay-to-play provisions
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
For the past couple of months, I’ve been exploring some of the more confusing terminology of VC term sheets. In my last post, I discussed “drag-along” or “bring-along” provisions, which grant to the investors the right to compel the founders and other stockholders to … Continue Reading
Demystifying the VC term sheet: Drag-along provisions
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
For the past couple of months, I’ve been exploring some of the more confusing terminology of VC term sheets. In my last post, I discussed “protective provisions,” which grant the investors the right to veto or block certain corporate actions. In today’s post I … Continue Reading
Will the 'series seed' documents help you grow?
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
A reader asks: We’ve gotten commitments for a seed investment of $600,000, and the lead investor advised us that to save time and money on legal fees we should use the Series Seed documents, which he said are just fill-in-the-blank forms, with no … Continue Reading
Demystifying the VC term sheet: Protective Provisions
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
For the past several weeks, I’ve been exploring some of the more confusing terminology of VC term sheets. In my last post, I discussed who should control the Board following a Series A financing. Today, we’ll examine so-called “protective provisions,” which is a related … Continue Reading
Demystifying the VC term sheet: Board control
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
As I’ve explored some of the more confusing terminology of VC term sheets, I have received a number of questions regarding the composition of the Board of Directors – specifically who should control the Board following a Series A financing.
Controling the board, of … Continue Reading
Demystifying the VC term sheet: Dividends
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
In response to my last two posts demystifying VC term sheets (specifically addressing exploding term sheets and no shop provisions and price-based anti-dilution provisions), I have received a number of questions regarding other terms and provisions in term sheets.
Accordingly, I thought it would … Continue Reading
Further demystifying the VC term sheet
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
A reader asks: I am following-up on your post last week, Demystifying the language of VC term sheets. My co-founder and I also have a term sheet question. We don’t understand what a price-based antidilution adjustment is and what it’s meant to address. … Continue Reading
Demystifying the language of VC term sheets
(Editor’s note: Scott Edward Walker is the founder and CEO of Walker Corporate Law Group, PLLC, a law firm specializing in the representation of entrepreneurs. He submitted this column to VentureBeat.)
A reader asks: We just got a term sheet from a VC and we were hoping you could help us understand certain timing provisions. In the last paragraph, there is language about the term sheet expiring “at 5:00pm on the day following the … Continue Reading
