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Insights

Investor Rights Agreement: The Post-Investment Playbook for Governance and Growth

Once a startup closes a priced equity round, investors want more than just shares - they want visibility, influence, and information.

Stock Purchase Agreement (SPA): The Core Deal Document That Governs Startup Fundraising Transactions

When startups raise a priced equity financing - often at the seed or Series A stage - the Stock Purchase Agreement (SPA) becomes the central contract that governs the investment

Valuation Caps in Convertible Instruments: Anchoring Investor Economics in Early-Stage Rounds

Early-stage startups often raise capital through convertible instruments like SAFEs or convertible notes - structures designed to delay valuation discussions until a priced equity round.

Right of First Refusal (ROFR): A Critical Tool for Ownership Control in Private Companies

As startups grow and equity stakes shift, controlling who owns shares becomes increasingly important. One of the most effective tools for managing this is the Right of First Refusal (ROFR).

General Counsel

How can investor relations help with future fundraising?

Investors who feel informed and engaged are more likely to participate in follow-on rounds and make introductions to new investors.

General Counsel

What’s the difference between investor relations and board management?

Investor relations cover all investors, while board management focuses on directors who have governance authority. Both require structured communication.

General Counsel

Should I share bad news with investors?

Yes. Investors value transparency. Sharing challenges with a plan for resolution builds trust.

General Counsel

How often should I send investor updates?

Monthly or quarterly is standard. The key is consistency and clarity.

General Counsel

How do terms like option pools and liquidation preferences affect valuation?

They don’t change the headline valuation but impact founder dilution and investor returns. This makes it critical to understand the full term sheet, not just the valuation number.

General Counsel

What role does traction play in valuation?

Traction is one of the strongest drivers. Revenue, user growth, and customer engagement make valuations more defensible.

General Counsel

Should founders always push for the highest valuation possible?

Not always. An inflated valuation can create problems in later rounds if you can’t meet growth expectations, leading to down rounds.

General Counsel

How do investors decide which valuation method to use?

It depends on your stage. Early-stage investors rely more on methods like Berkus and Scorecard, while later-stage investors lean on DCF and comps.

General Counsel

How do I follow up without being pushy?

Send a thank-you email, provide requested info, and share milestone updates. Respectful persistence is better than silence.

General Counsel

Should I hide risks from investors?

No. Experienced investors expect risks. Addressing them openly with mitigation strategies shows maturity and builds trust.

General Counsel

How long should an investor meeting last?

Most initial meetings run 30–45 minutes. Your pitch should take 10–15 minutes, leaving the rest for questions.

General Counsel

What materials do investors expect to see in the first meeting?

A pitch deck, a one-pager, and your cap table are usually enough. Financial models and product demos are useful for follow-ups.

General Counsel

How can founders avoid conflicts over decision-making?

By documenting approvals, following bylaws, and keeping communication open with both the board and shareholders. A decision matrix can help prevent disputes.

General Counsel

Can founders override the board?

No. The board of directors has ultimate authority over major corporate decisions. Founders who ignore board approval requirements risk invalidating decisions and breaching fiduciary duties. The best approach is collaboration and transparency with the board.

General Counsel

What are protective provisions?

Protective provisions are special rights negotiated by investors - usually preferred shareholders - that give them veto power over key corporate actions like mergers or issuing new stock.

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