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Standard Venture Capital Agreement

2021年10月27日

A standard venture capital agreement (SVCA) is a legal contract that outlines the terms and conditions of an investment made by a venture capital firm (VC) into a startup or early-stage company. VC firms invest in high-growth potential companies with the intention of realizing significant returns on their investment, usually within three to five years.

The SVCA includes details about the amount of funding being provided by the VC, the ownership percentage that the VC will hold in the company, and the rights and powers of the VC with respect to the management of the business. It also outlines the responsibilities and obligations of the startup or early-stage company receiving the investment.

Some of the key components of an SVCA include:

1. Equity ownership: The SVCA will specify the percentage of equity ownership that the VC firm will have in the startup or early-stage company. The equity ownership is usually determined based on the amount of funding provided by the VC and the valuation of the company at the time of the investment.

2. Board of directors: The SVCA will outline the composition of the board of directors of the startup or early-stage company. It will specify the number of directors, who will appoint them, and how they will be removed. Typically, the VC firm will have the right to appoint one or more board members.

3. Liquidation preference: The SVCA will specify the liquidation preference, which is the order in which the proceeds from a sale of the company or an initial public offering will be distributed. This is important because it determines who gets paid first if the company is sold or goes public.

4. Anti-dilution protection: The SVCA may include anti-dilution protection, which is a provision that protects the VC firm from the dilution of its ownership percentage in the company if the company issues new shares in the future at a lower valuation than the previous round.

5. Information rights: The SVCA will specify the information rights of the VC firm, which include the right to receive regular updates on the financial and operational performance of the company.

In summary, a standard venture capital agreement is a legal document that outlines the terms and conditions of an investment made by a venture capital firm into a startup or early-stage company. It is a complex document that covers equity ownership, board composition, liquidation preference, anti-dilution protection, and information rights. Startups and early-stage companies seeking funding from VC firms should consult with a lawyer experienced in venture capital transactions to ensure they understand the terms of the SVCA before signing.