Startup Law Initiative: Governance

This session covers the core aspects of governance critical for startups, addressing board composition, fiduciary duties, approval processes for key acts, and litigation considerations. Attendees will learn about structuring effective board compositions, understanding fiduciary duties of care, loyalty, and avoidance of misconduct, and navigating the approval of major contracts, option plans, and equity grants. The program will also explore strategies for filling board vacancies, managing internal and external litigation, and ensuring compliance with regulatory obligations and reporting requirements. Designed to equip attorneys with essential governance knowledge to advise their clients, this seminar will cover the following topics:

- What is governance?
- What does it mean for a startup?
- Board composition – How many, who could be/should be?
- Fiduciary Duties – care + loyalty + no bad acts
Approving Key Acts –
- Major contracts
- Option plan
- Other equity grants
- Filling vacancies
- Litigation – internal (shareholder dispute) v external (corporate misconduct, securities violation, product/service liability)
- Board observers
- Meetings – regular, special, annual
- Board
- Shareholders
- Cumulative voting
- Reporting to investors – transparency and information rights
- Contractual reporting obligations
- Inspection rights
- Cap table – who gets to see this?
- Corporate Transparency Act
- Insurance: D&O, E&O, EPL, GL, cyber
- Regulatory compliance

Ask the speaker a question. Email and be sure to include the program name in the subject line.