Financial mechanics startups. Startup School from Y Combinator 2017 (Part One)
On April 6, 2017, the free mass online course (MOOC) from the world's coolest business incubator Y Combinator started. In order to improve the quality of Russian-language content on the topic of start-ups, I decided to take the drum and lead the column of fans of Paul Graham and his team.
Steven : Before we begin, I want to introduce our guest today. Kristi Natsu is the financial director and partner of Y Combinator (hereinafter referred to as YC). She worked with almost every company that underwent acceleration in YC. Creating companies, raising funds, hiring employees, exits - Christie has a lot of experience in all this. Today she will talk about how startups work.
')
Kristi Natsu : Thank you. Hello to all. Thank you for coming here. As Stephen already said, today's lecture is devoted to how startups are structured, and in her we will talk about some of the basic problems that startups face right at the beginning of their journey. Today I will tell the basic things; there are more complicated things that we will not talk about today. In today's lecture, we will tell you about what you should keep in mind from the very beginning and about the resources that can help you. We (YC) are in California, but much of what I’ll tell will apply to any start-ups, regardless of their location. During the lecture, I will speak both about what works only in the United States and about what works outside the United States. What we are talking about today is not the coolest part of the responsibilities of the founder of a startup; during the course you will hear from different people about how awesome it is to be a founder of a startup and how difficult it is.
We are talking about the basics; if you take care of them at the very beginning of your journey, you will be able to use the simple procedures described and you don’t have to rethink the structure of the board of directors and puzzle over similar things.
If you do not immediately take certain actions, later you will encounter problems, the solution of which will have to spend considerable effort, time and money.
In the course of the analysis of specific situations, I will give such examples. Here are the topics that we touch on today.
We follow the life cycle of the company: we start with the creation of the company, then we proceed to raising funds, hiring employees and distributing shares.
The first step is the creation of a company, a separate legal entity. This means that a legal entity is created that pays taxes, manages its assets, is liable for its obligations, concludes contracts on its own behalf, can participate in lawsuits both as a plaintiff and a defendant. Such a legal entity does not depend on its founders, and therefore you, as a founder, do not depend on the company (apparently, it means that the founders are not liable for the company's obligations, and the company - for the obligations of the founders. - Ed.). In the United States, such a form of legal entity is called a joint-stock company, a corporation (C corp, corporation; in Russia, the joint-stock company).
There are other forms of legal entities, but a corporation is the most suitable form for startups that expect success, growth, fundraising and, ultimately, stock placement on the stock exchange (IPO). In fact, investors can only invest in joint stock companies. If you decide to create a company in a different form, there will be many other nuances. Perhaps people far from the start-up industry will advise you to start with the form of LLC (limited liability company, limited liability company, LLC) or some other form of legal entity. This form will work in the early stages, but when you become successful and you need to raise money, you will have to change the form of the legal entity to a joint-stock company. Therefore, if you create a startup, it makes sense to immediately create a company in the form of a joint stock company.
Here I must apologize for the abundance of terminology, but nothing can be done about it; throughout the lecture, we will talk about “start-ups”, “joint-stock companies”, “legal entity” - all this means your company.
The most difficult part in creating a company is to decide when this company should be created. Obviously, the creation of a legal entity entails the administration and many other processes inextricably linked with the legal entity.
This is one of those times when you don’t want to do it too early and at the same time don’t want to be late. It’s too early to set up a company if this is a side project for you; if you are still sifting through different ideas, doubt that you are going to be engaged in this project for a long time and seriously; if you don’t know if you will work with co-founders.
If the description suits you, it means that it is too early for you to create a company. But if you need to protect intellectual property (especially if several people create intellectual property), then you need to register a company.
If you have created a product and are ready to sell it, you also need to create a company that will receive money from customers; you want the company to have a bank account, and you have a separate account so as not to mix your money with the company money. Stripe has a Stripe Atlas solution that helps entrepreneurs create a company, get a taxpayer number (TIN), open a bank account and start accepting payments through Stripe.
Another reason for creating a company is to protect you as an individual. As I have already said, the creation of a legal entity means that all obligations and what happens to the company will relate to the company, and not to you as an individual. If you come up with a situation where it will matter - create a company.
We at YC firmly believe that the United States is the best place to create a company, regardless of the origin of the company’s founders or where they are at the time of the company’s creation.
The main reason is that most of the money available for start-ups is in the United States, and American investors are reluctant to invest in companies that are not created in the United States. There are exceptions and different options are possible, but usually companies that are not registered in the United States face difficulties. In the process of registering a company, you do not even have to be in the United States.
Most startups — and not just startups — register companies in the state of Delaware. The reason is that there are many lawyers in Delaware; almost all corporate lawyers know the laws of the state of Delaware; investors expect them to deal with companies registered in Delaware, and Delaware legislation is the most flexible in terms of issuing shares and similar matters and best protects you as the company's founders.
This is a situation in which you don’t even have to think about other options - register a company in Delaware and that's it. In addition, you can register a company in Delaware without being a US citizen and not being physically located in the USA. With this sorted out, let's go directly to the process of registering a company. It consists of two stages. In the first step, you simply send some completed forms to Delaware, which means that you want to register a company.
They usually process the paper and register the company within 24 hours. After registration, a company needs to establish rules by which a company will act (similar to the Charter in Russian law - ed.) - create a board of directors, appoint members of the board of directors, appoint top managers, assign intellectual property rights to the company so that you you will create, belong to the company, and also distribute the shares of the company, that is, determine the ownership of the company.
Further, I will focus more on the protection of intellectual property and the distribution of shares; Management issues, the creation of the board of directors are very complex and I will not dwell on them. It must be said that there are two ways to solve these questions; the first is to hire a lawyer.
Most companies simply hire a lawyer. This is an excellent solution, especially if what you want to do is different from standard provisions or if you need a personal service. Usually we (in California) have such services from three to five thousand dollars, plus company registration fees. Silicon Valley (Silicon) is full of lawyers, and in the case of a startup, many will defer payment until funding is obtained.
I must say that if you have a friend or relative who deals with legal issues on real estate somewhere in Alabama, you should not count on their help. Since they do not understand the features of startups, they do not know which standard wording should be present in the startup documents. And this can lead to sad consequences.
In our practice there was such a case; we financed a company that was incorporated as Connecticut LLC. The reason why the founders registered an LLC in Connecticut was simple: they listened to the advice of their friends, Connecticut lawyers.
When we (YC) informed them of our decision to invest in their startup, they decided to change the form of the legal entity and place of registration to the joint stock company and Delaware, respectively. The process involved all the same fellow lawyers from Connecticut. Everything was good until the new lawyers from the Valley whom they hired did not find that a mistake was made when changing the form of the legal entity, which means that this legal action was invalid!
By that time, the company had already attracted three rounds of funding. Lawyers made a small mistake, but this led to the invalidity of the change in the form of the LLC to the joint-stock company. They had to postpone the attraction of the next round of funding until the resolution of problems with registration. It took half a year; they hired four law firms and paid half a million dollars.
The moral of this story is simple - use lawyers who have experience in working with start-ups, and register a joint stock company in Delaware.
Another successful option, especially for young startups at the creation stage, is Clerky. Clerky was incubated in YC; This is a platform that allows you to create all the documents required for registering a company using a simple interface, where you only need to specify the main details in order to get automatically completed forms without any errors.
On the platform, you can sign all the documents using an electronic signature, after which they are stored in the "cloud". This is a great option if you are at the very beginning of a company and you just need to create it.
Registering a company using the Clerky service will cost you a few hundred dollars, plus registration fees, and this is easier than hiring lawyers. When we at YC approve funding for startups that do not yet have a legal entity, we advise them to register a joint stock company with the help of Clerky.
OK, let's continue. Part of the process of creating a company is the distribution of shares (stocks) in the capital. This is an important point, because during the distribution of shares, the founders have to think about what they will do with the company and discuss this.
Often, during the distribution of shares, important issues are identified that have not been discussed until this point. For example, one of the co-founders is going to devote part of his time to the project, and the other - all the time.
The process of distribution of shares allows you to identify moments that become serious problems during the development of a startup. Of course, if the company comes to success, then the company's shares, which you, as a co-founder, own, will be the main source of your well-being.
It is important to distribute shares so that all co-founders believe that the distribution is fair. Honesty is very important, because with these people you will work together for a long time and work under stressful conditions. In a situation where one founder has a 90% stake in the company, another has a 10% stake, but both of them give it all their best so that their project can succeed, an insult can arise.
In a stressful situation, the insult only grows. The number one reason why co-founders differ is that they cannot agree on shares in the company. Usually, in the event of a dispute between the co-founders, so much effort and time is spent on resolving the conflict that the company finds itself at the expense of survival.
The company is trying to rectify the situation after the co-founders decided the contradictions, some of the co-founders left the company, and the whole process is rather painful. Therefore, in advance, discuss the issues of distribution of shares and make sure that I consider everything to be fair.
We believe that shares should be more or less evenly distributed among the co-founders. Please note - we are talking about "more or less equal shares"; shares do not have to be equal. Here are just some of the arguments that we hear from the founders: “No, equal shares are not suitable; I will have 70% of the shares, and my co-founder has 30% of the shares, because I came up with the idea. ” Or this: "Because I made a prototype." Or this: “Because I made the first sale for 20 thousand dollars”. Or: "I started the project 3 months earlier than my co-founder."
But our position is unchanged. Your project is still at the very beginning, and if you have been working on it for 3 months, then if the company is successful, you will have to work another 5, 10 or 15 years! 3 months compared to a horizon of 10 or 15 years is a drop in the ocean. Perhaps, there is one argument with which you can somehow reckon - when you make the share of one co-founder a little more to avoid intractable contradictions (dead lock - a situation when shareholders have equal shares, but they disagree and cannot agree to a compromise ).
Honestly, if you start counting stocks to make a decision, then you have serious problems within the company, and counting stocks will not solve these problems. In the end, when you decide on the distribution of shares, think not about what you have already done, but about what you have to do.
This issue needs to be discussed, and everyone should assume that the final distribution is fair, everyone has received more or less equal shares. To consolidate the distribution from a legal point of view, legal work is needed and there may be difficulties waiting for you.
One of the companies in which we invested, at the time of arrival in the incubator, has already created a legal entity, they had shares distributed and everything else was done. For several reasons, they had to create a new company and merge the old company with the new one, and in fact they exchanged the shares of one company for the shares of another. They did it all, everything was fine, they attracted investments.
Then they attracted a new round of investment, but a different law firm was working on the deal. When new lawyers are accepted for business, they carefully check all documents; in our case, they found out that when creating the first company, the founders did not issue a purchase of shares.
This meant that, from a legal point of view, they did not own shares of the “old” company, and therefore did not own the shares of the “new” company (since they exchanged the shares of the “old” company for shares of the “new” company), because they did not could make a two-way deal.
They traded one stock for another. From that moment (obviously, since the founding of the first company - ed.) All their actions turned out to be illegal, and they did not own shares in the company. And again - they attracted a lot of lawyers, spent a lot of money and time. And such questions should not take your time.
The founders buy shares on the basis of a sale and purchase agreement (meaning the Founders stock purchase agreement; there is no direct analogue in Russian law, the shares are established by the protocol on the establishment of the company and the establishment agreement, if drawn up). Usually stocks are sold for money. When you start a company, you usually pay a few dollars (perhaps several thousand dollars are meant - ed.).
Money is transferred from your personal bank account to the company's account. Sometimes shares are exchanged for intellectual property, but this is a more difficult case. As soon as you have bought the shares, you become the owner of the company (its part). Ownership is recorded in the capitalization table (analogs in Russian law - the register of shareholders or the list of participants of an LLC - ed.).
This is a basic example of a capitalization table that will become more complex as the company grows. You will distribute new shares among employees, you will issue new shares for investors. In simple terms, the meaning of the capitalization table is that you write down who owns how many shares.
When you create a company, you record the data on the founders, what share belongs to each. For example, if a company has three founders and each has the same number of shares, then they have the same shares. We will return to the capitalization table later.
One of the key parts of the contract of sale of shares by the founders - restrictions that are imposed on the shares. The founder (co-founder) owns the shares from the moment of their purchase, but if he / she decides to leave the company, the company has the right to buy back some of the shares.
Over time, the number of shares that a company has the right to buy back is reduced. ( — . .). , — .
. (; four year vesting with a one year cliff — . .). ( №14 — . .); , Y — , . () .
. 25% . , 1/48 , , , . 4 , 100% . , , , .
, ( — . .), - . , . — , .
, : , . , 6 , 5 10 , .
- , . ? - , , , .
, , , , 500 . , , 6 , , , . . , . 6 , , , , .
, , . , . - ; , , .
, : «, . , ». — , . , . , , — , ; , .
. 83B ( ), . , , , ( ), 3 . , . , 83B.
, . 30 , , .
, . , — , — ( ) , .
. , . , Clerky, , , . .
, .
Dmitriy Filippov .
To be continued
Clerky — Formation, Hiring, Fundraising platform
Gusto — Payroll service provider
Stripe Atlas — Formation help to accept payments through Stripe
Y Combinator SAFEs and primer
11 :
6 2017 (MOOC) - Y Combinator.
, .
( , ) (CTO Facebook) ( YCombinator)
P.S.
«» « »
Steven : Before we begin, I want to introduce our guest today. Kristi Natsu is the financial director and partner of Y Combinator (hereinafter referred to as YC). She worked with almost every company that underwent acceleration in YC. Creating companies, raising funds, hiring employees, exits - Christie has a lot of experience in all this. Today she will talk about how startups work.
')
Kristi Natsu : Thank you. Hello to all. Thank you for coming here. As Stephen already said, today's lecture is devoted to how startups are structured, and in her we will talk about some of the basic problems that startups face right at the beginning of their journey. Today I will tell the basic things; there are more complicated things that we will not talk about today. In today's lecture, we will tell you about what you should keep in mind from the very beginning and about the resources that can help you. We (YC) are in California, but much of what I’ll tell will apply to any start-ups, regardless of their location. During the lecture, I will speak both about what works only in the United States and about what works outside the United States. What we are talking about today is not the coolest part of the responsibilities of the founder of a startup; during the course you will hear from different people about how awesome it is to be a founder of a startup and how difficult it is.
We are talking about the basics; if you take care of them at the very beginning of your journey, you will be able to use the simple procedures described and you don’t have to rethink the structure of the board of directors and puzzle over similar things.
If you do not immediately take certain actions, later you will encounter problems, the solution of which will have to spend considerable effort, time and money.
In the course of the analysis of specific situations, I will give such examples. Here are the topics that we touch on today.
We follow the life cycle of the company: we start with the creation of the company, then we proceed to raising funds, hiring employees and distributing shares.
The first step is the creation of a company, a separate legal entity. This means that a legal entity is created that pays taxes, manages its assets, is liable for its obligations, concludes contracts on its own behalf, can participate in lawsuits both as a plaintiff and a defendant. Such a legal entity does not depend on its founders, and therefore you, as a founder, do not depend on the company (apparently, it means that the founders are not liable for the company's obligations, and the company - for the obligations of the founders. - Ed.). In the United States, such a form of legal entity is called a joint-stock company, a corporation (C corp, corporation; in Russia, the joint-stock company).
There are other forms of legal entities, but a corporation is the most suitable form for startups that expect success, growth, fundraising and, ultimately, stock placement on the stock exchange (IPO). In fact, investors can only invest in joint stock companies. If you decide to create a company in a different form, there will be many other nuances. Perhaps people far from the start-up industry will advise you to start with the form of LLC (limited liability company, limited liability company, LLC) or some other form of legal entity. This form will work in the early stages, but when you become successful and you need to raise money, you will have to change the form of the legal entity to a joint-stock company. Therefore, if you create a startup, it makes sense to immediately create a company in the form of a joint stock company.
Here I must apologize for the abundance of terminology, but nothing can be done about it; throughout the lecture, we will talk about “start-ups”, “joint-stock companies”, “legal entity” - all this means your company.
The most difficult part in creating a company is to decide when this company should be created. Obviously, the creation of a legal entity entails the administration and many other processes inextricably linked with the legal entity.
This is one of those times when you don’t want to do it too early and at the same time don’t want to be late. It’s too early to set up a company if this is a side project for you; if you are still sifting through different ideas, doubt that you are going to be engaged in this project for a long time and seriously; if you don’t know if you will work with co-founders.
If the description suits you, it means that it is too early for you to create a company. But if you need to protect intellectual property (especially if several people create intellectual property), then you need to register a company.
If you have created a product and are ready to sell it, you also need to create a company that will receive money from customers; you want the company to have a bank account, and you have a separate account so as not to mix your money with the company money. Stripe has a Stripe Atlas solution that helps entrepreneurs create a company, get a taxpayer number (TIN), open a bank account and start accepting payments through Stripe.
Another reason for creating a company is to protect you as an individual. As I have already said, the creation of a legal entity means that all obligations and what happens to the company will relate to the company, and not to you as an individual. If you come up with a situation where it will matter - create a company.
We at YC firmly believe that the United States is the best place to create a company, regardless of the origin of the company’s founders or where they are at the time of the company’s creation.
The main reason is that most of the money available for start-ups is in the United States, and American investors are reluctant to invest in companies that are not created in the United States. There are exceptions and different options are possible, but usually companies that are not registered in the United States face difficulties. In the process of registering a company, you do not even have to be in the United States.
Most startups — and not just startups — register companies in the state of Delaware. The reason is that there are many lawyers in Delaware; almost all corporate lawyers know the laws of the state of Delaware; investors expect them to deal with companies registered in Delaware, and Delaware legislation is the most flexible in terms of issuing shares and similar matters and best protects you as the company's founders.
This is a situation in which you don’t even have to think about other options - register a company in Delaware and that's it. In addition, you can register a company in Delaware without being a US citizen and not being physically located in the USA. With this sorted out, let's go directly to the process of registering a company. It consists of two stages. In the first step, you simply send some completed forms to Delaware, which means that you want to register a company.
They usually process the paper and register the company within 24 hours. After registration, a company needs to establish rules by which a company will act (similar to the Charter in Russian law - ed.) - create a board of directors, appoint members of the board of directors, appoint top managers, assign intellectual property rights to the company so that you you will create, belong to the company, and also distribute the shares of the company, that is, determine the ownership of the company.
Further, I will focus more on the protection of intellectual property and the distribution of shares; Management issues, the creation of the board of directors are very complex and I will not dwell on them. It must be said that there are two ways to solve these questions; the first is to hire a lawyer.
Most companies simply hire a lawyer. This is an excellent solution, especially if what you want to do is different from standard provisions or if you need a personal service. Usually we (in California) have such services from three to five thousand dollars, plus company registration fees. Silicon Valley (Silicon) is full of lawyers, and in the case of a startup, many will defer payment until funding is obtained.
I must say that if you have a friend or relative who deals with legal issues on real estate somewhere in Alabama, you should not count on their help. Since they do not understand the features of startups, they do not know which standard wording should be present in the startup documents. And this can lead to sad consequences.
In our practice there was such a case; we financed a company that was incorporated as Connecticut LLC. The reason why the founders registered an LLC in Connecticut was simple: they listened to the advice of their friends, Connecticut lawyers.
When we (YC) informed them of our decision to invest in their startup, they decided to change the form of the legal entity and place of registration to the joint stock company and Delaware, respectively. The process involved all the same fellow lawyers from Connecticut. Everything was good until the new lawyers from the Valley whom they hired did not find that a mistake was made when changing the form of the legal entity, which means that this legal action was invalid!
By that time, the company had already attracted three rounds of funding. Lawyers made a small mistake, but this led to the invalidity of the change in the form of the LLC to the joint-stock company. They had to postpone the attraction of the next round of funding until the resolution of problems with registration. It took half a year; they hired four law firms and paid half a million dollars.
The moral of this story is simple - use lawyers who have experience in working with start-ups, and register a joint stock company in Delaware.
Another successful option, especially for young startups at the creation stage, is Clerky. Clerky was incubated in YC; This is a platform that allows you to create all the documents required for registering a company using a simple interface, where you only need to specify the main details in order to get automatically completed forms without any errors.
On the platform, you can sign all the documents using an electronic signature, after which they are stored in the "cloud". This is a great option if you are at the very beginning of a company and you just need to create it.
Registering a company using the Clerky service will cost you a few hundred dollars, plus registration fees, and this is easier than hiring lawyers. When we at YC approve funding for startups that do not yet have a legal entity, we advise them to register a joint stock company with the help of Clerky.
OK, let's continue. Part of the process of creating a company is the distribution of shares (stocks) in the capital. This is an important point, because during the distribution of shares, the founders have to think about what they will do with the company and discuss this.
Often, during the distribution of shares, important issues are identified that have not been discussed until this point. For example, one of the co-founders is going to devote part of his time to the project, and the other - all the time.
The process of distribution of shares allows you to identify moments that become serious problems during the development of a startup. Of course, if the company comes to success, then the company's shares, which you, as a co-founder, own, will be the main source of your well-being.
It is important to distribute shares so that all co-founders believe that the distribution is fair. Honesty is very important, because with these people you will work together for a long time and work under stressful conditions. In a situation where one founder has a 90% stake in the company, another has a 10% stake, but both of them give it all their best so that their project can succeed, an insult can arise.
In a stressful situation, the insult only grows. The number one reason why co-founders differ is that they cannot agree on shares in the company. Usually, in the event of a dispute between the co-founders, so much effort and time is spent on resolving the conflict that the company finds itself at the expense of survival.
The company is trying to rectify the situation after the co-founders decided the contradictions, some of the co-founders left the company, and the whole process is rather painful. Therefore, in advance, discuss the issues of distribution of shares and make sure that I consider everything to be fair.
We believe that shares should be more or less evenly distributed among the co-founders. Please note - we are talking about "more or less equal shares"; shares do not have to be equal. Here are just some of the arguments that we hear from the founders: “No, equal shares are not suitable; I will have 70% of the shares, and my co-founder has 30% of the shares, because I came up with the idea. ” Or this: "Because I made a prototype." Or this: “Because I made the first sale for 20 thousand dollars”. Or: "I started the project 3 months earlier than my co-founder."
But our position is unchanged. Your project is still at the very beginning, and if you have been working on it for 3 months, then if the company is successful, you will have to work another 5, 10 or 15 years! 3 months compared to a horizon of 10 or 15 years is a drop in the ocean. Perhaps, there is one argument with which you can somehow reckon - when you make the share of one co-founder a little more to avoid intractable contradictions (dead lock - a situation when shareholders have equal shares, but they disagree and cannot agree to a compromise ).
Honestly, if you start counting stocks to make a decision, then you have serious problems within the company, and counting stocks will not solve these problems. In the end, when you decide on the distribution of shares, think not about what you have already done, but about what you have to do.
This issue needs to be discussed, and everyone should assume that the final distribution is fair, everyone has received more or less equal shares. To consolidate the distribution from a legal point of view, legal work is needed and there may be difficulties waiting for you.
One of the companies in which we invested, at the time of arrival in the incubator, has already created a legal entity, they had shares distributed and everything else was done. For several reasons, they had to create a new company and merge the old company with the new one, and in fact they exchanged the shares of one company for the shares of another. They did it all, everything was fine, they attracted investments.
Then they attracted a new round of investment, but a different law firm was working on the deal. When new lawyers are accepted for business, they carefully check all documents; in our case, they found out that when creating the first company, the founders did not issue a purchase of shares.
This meant that, from a legal point of view, they did not own shares of the “old” company, and therefore did not own the shares of the “new” company (since they exchanged the shares of the “old” company for shares of the “new” company), because they did not could make a two-way deal.
They traded one stock for another. From that moment (obviously, since the founding of the first company - ed.) All their actions turned out to be illegal, and they did not own shares in the company. And again - they attracted a lot of lawyers, spent a lot of money and time. And such questions should not take your time.
The founders buy shares on the basis of a sale and purchase agreement (meaning the Founders stock purchase agreement; there is no direct analogue in Russian law, the shares are established by the protocol on the establishment of the company and the establishment agreement, if drawn up). Usually stocks are sold for money. When you start a company, you usually pay a few dollars (perhaps several thousand dollars are meant - ed.).
Money is transferred from your personal bank account to the company's account. Sometimes shares are exchanged for intellectual property, but this is a more difficult case. As soon as you have bought the shares, you become the owner of the company (its part). Ownership is recorded in the capitalization table (analogs in Russian law - the register of shareholders or the list of participants of an LLC - ed.).
This is a basic example of a capitalization table that will become more complex as the company grows. You will distribute new shares among employees, you will issue new shares for investors. In simple terms, the meaning of the capitalization table is that you write down who owns how many shares.
When you create a company, you record the data on the founders, what share belongs to each. For example, if a company has three founders and each has the same number of shares, then they have the same shares. We will return to the capitalization table later.
One of the key parts of the contract of sale of shares by the founders - restrictions that are imposed on the shares. The founder (co-founder) owns the shares from the moment of their purchase, but if he / she decides to leave the company, the company has the right to buy back some of the shares.
Over time, the number of shares that a company has the right to buy back is reduced. ( — . .). , — .
. (; four year vesting with a one year cliff — . .). ( №14 — . .); , Y — , . () .
. 25% . , 1/48 , , , . 4 , 100% . , , , .
, ( — . .), - . , . — , .
, : , . , 6 , 5 10 , .
- , . ? - , , , .
, , , , 500 . , , 6 , , , . . , . 6 , , , , .
, , . , . - ; , , .
, : «, . , ». — , . , . , , — , ; , .
. 83B ( ), . , , , ( ), 3 . , . , 83B.
, . 30 , , .
, . , — , — ( ) , .
. , . , Clerky, , , . .
, .
Dmitriy Filippov .
To be continued
Clerky — Formation, Hiring, Fundraising platform
Gusto — Payroll service provider
Stripe Atlas — Formation help to accept payments through Stripe
Y Combinator SAFEs and primer
11 :
6 2017 (MOOC) - Y Combinator.
, .
( , ) (CTO Facebook) ( YCombinator)
P.S.
«» « »
Source: https://habr.com/ru/post/326624/
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