Venture Counsel

Corporate

GAILLE represents management teams in all aspects of their corporate governance, including formation documents, minuting of meetings, corporate resolutions, and advising on legal risks of alternatives. Clients are provided our attorneys’ mobile numbers, and we are always just a phone call away, including after hours, on weekends, and over holiday periods.

REPRESENTATIVE MATTERS
FORMATION DOCUMENTS
  • LLC Agreements. Routinely customize LLC agreements to meet the unique needs of different management teams, including through the inclusion of voting units which provide some members with disproportionate management rights
  • Corporate Documents. Routinely customize suites of corporate documents to meet the needs of management teams, including certificates of incorporation, bylaws, restricted stock grants, voting agreements, and right of first refusal and sale agreements.
  • Tie-Breaker Clauses. Created options for resolving corporate governance impasses for 50-50 owned companies, including (i) buy-sale arrangements in which either party can offer the other a buyout price, and then the recipient has the option to either accept the offer or turn it around and buyout the offering party at such price; (ii) resolution via game (golf, tennis, video game); (iii) resolution via chance (flip of a coin); or (iv) resolution by a designated third party tie-breaker
  • Dynamic LLC Units. Created class of units that allowed for dynamic reallocation of distribution rights (annually) based on varying contributions from different members of the management team (mitigating the risks of free-riding)
  • Secretary. Routinely serve as corporate secretary for our clients, which includes attending board meetings and taking minutes
  • Resolutions. Drafting resolutions and unanimous consents to document the approval of company decisions
  • Compliance. Advising on requirements in formation documents and helping to ensure compliance with them
  • Cap Tables. Maintaining and revising cap tables to ensure that the percentage ownership of the company by all stakeholders is understood
  • Carta. Maintaining and updating information on third-party equity management platforms such as carta
  • Representation. Attending industry roundtables, events, and functions when our clients are unavailable to attend