Leadership Spunje » Legal

How to Write an Memorandum of Understanding

Leadership Spunje — Thu, 22 Oct 2009 08:50:43 +0000

A Memorandum of Understanding (MoU) is a document used to convey and articulate a form of a written mutual agreement between two or more parties. The document is not as binding as a contract but outlines a commitment between the parties to work together collaboratively toward the same purpose or goals relating to the use of shared resources or services. These documents generally do not discuss the exchange of monies. MoU’s are especially helpful for non-profit organizations who would like to formulate partnerships and provide an exchange of supportive services.

http://www.ehow.com/how_2132895_write-memorandum-understanding.html

Include an addendum if necessary to define terms within the agreement or add necessary forms to be utilized for services and resources.Make sure that all decision makers are involved and MOU is signed by a person of authority

What is a Business Information Memorandum?

Leadership Spunje — Thu, 15 Oct 2009 11:41:15 +0000

I have been contacted a number of times recently by buyers who have become frustrated in their attempts to acquire the information which is essential to them being able to fully consider a business.

Ideally, the profile is compiled prior to the business being brought to the market to ensure there are no delays in supplying this information to qualified buyers.

The following 10 topics would normally be included:

http://ezinearticles.com/?What-is-a-Business-Information-Memorandum?&id=2069147

Some information will be restricted until the Agreement for Sale and Purchase of a Business has been formed between the buyer and the seller and it is during the Due Diligence Investigation that this remaining information will be made available.

Break Your Private Placement Memorandum Into Sections For Easier Drafting

Leadership Spunje — Mon, 12 Oct 2009 07:36:26 +0000

Break your Private Placement Memorandum into sections and your drafting sessions will be easier. There are several sections that will be included in your Private Placement Memorandum. The general themes include a disclosure about the security, a summary of the transaction, risks of the transaction, description of the business, how to participate in the transaction.

http://www.isnare.com/?aid=408983&ca=Business

Remember to keep to the facts, put yourself in your prospective investors’ shoes, tell, don’t sell, and be straight up in everything that is presented.

Business Names – Institute or Institution

Leadership Spunje — Sun, 20 Sep 2009 09:10:42 +0000

Business names are not registered under the Companies Act nor with any government department. However, the Business Names Act 1985 gives the Secretary of State certain control over the name you choose for your business and what you must tell others about the ownership of the business.

In addition, some words and expressions are controlled by other laws and the use of one of these words could constitute a criminal offence.

http://www.companieshouse.gov.uk/about/pdf/gbf3.pdf

Institute or Institution – we normally only approve these words for those organisations which are carrying out research at the highest level or to professional bodies of the highest standing. You will need to show us that there is a need for the proposed institute and that it has appropriate regulations or examination standards. You will need evidence of support from other representative and independent bodies.

The SHAREHOLDERS AGREEMENT. Why Bother?

Leadership Spunje — Sat, 12 Sep 2009 15:42:11 +0000

A company is owned by its shareholders. The shareholders appoint the directors who then appoint the management. The directors are the “soul” and conscience of the company. They are liable for its actions. Shareholders are not liable for company actions. Management may or may not be liable for company actions. Often these roles are assumed by the same individuals but as a company grows and becomes larger, this may not be the case. When a company is created, its founding shareholders determine how a company will be owned and managed. This takes the form of a “shareholders agreement”.

As new shareholders enter the picture, for example angel investors, they will want to become part of the agreement and they will most likely add additional complexity. For example, they may want to impose vesting terms and also mechanisms to ensure that they ultimately can exit and get a return on their investment. Not having such an agreement can lead to serious problems and disputes and can result in corporate failure. It’s a bit like a prenuptial agreement.

http://www.sfu.ca/~mvolker/biz/agree.htm

Lawyers do have their biases and may steer you in a direction that is not in your best interest. (Note – are they acting for you personally or for the company or for other shareholders?) Talk to other entrepreneurs who have gone through this exercise. Their experience may be worth many legal lunches!