VDR Ch. 5: Protective Provisions
August 7, 2017 | By Vela Wood
Office Hours is a podcast hosted by Vela Wood venture attorneys Kevin Vela and Aaron Terwey covering general issues related to small businesses and startups. Venture Deals Review is a series of Office Hours episodes discussing the book Venture Deals: Be Smarter Than Your Lawyer and Venture Capitalist by Brad Feld and Jason Mendelson.
In this episode, Kevin and Aaron review Chapter 5: Control Terms of the Term Sheet and discuss which activities a company’s board of directors must approve, how long a company should keep control of its board, the difference between a board member and board observer, and negotiating a threshold for protective provisions.
- How much equity should I grant to advisors?
- Silicon Valley Review Season 2, Episode 2-4: The Importance of a Good Board
- Silicon Valley Review Season 3, Episode 1: Are you the right CEO?
- Silicon Valley Review S4, Ep29: Recapitalization, Founder’s Syndrome & The Unruly Board Member
- The Company Agreement Explained: What are Fundamental Business Transactions and Why Are They Important?
- The Company Agreement Explained: Types of Decisions Made by Managers and Members
- The Dreaded Deadlock: Voting on Company Decisions
- Venture Deals Review Ch. 4, Part 2: Vesting & Option Pools
- Venture Deals Review Ch. 4, Part 1: Liquidation Preference
- VW Startup Lifecycle Infographic
You can find definitions and examples of terms found in the book and this podcast in our Venture Glossary.
- Blended Preferences
- Board Consent
- Board Observer
- Board of Directors
- Certificate of Incorporation (COI)
- Conversion Rights
- Corporate Governance
- Drag Along Rights
- Employee Stock Option Plan (ESOP)
- Fiduciary Duty
- Independent Director
- Institutional Investor
- Issue Price
- Liquidation Preference
- Management Rights
- Protective Provisions
- Redemption Right
- Repurchase Option
- Restricted Stock Purchase Agreement (RSPA)
- Stock Options
- Super Majority
- Vintage Year
You’ll want to bookmark Venture Glossary as a quick reference for navigating the venture world. We love talking about startups, so follow us on Twitter. And feel free to email us at firstname.lastname@example.org with any comments or suggestions!