Are there any legal considerations/risks a VC fund should be aware of when startup portcos issue unregistered securities to them?


In the Cornerstone LPA, clause 3.2 mentions portfolio liquidity results with respect to 'non-investments'. Can you please explain what non-investments may be, and how their yield portfolio liquidity results?
I wonder what are the provisions in the Cornerstone LPA 2.0 that will protect the LP from unjustified termination, such as LP approval of termination and what is the best industry practice to protect LP rights.
What roles in portfolio companies can LPs play, given their expertise or network? What are the considerations for these roles in order to avoid conflicts of interest?
Here are a few articles to review that have popped up in the last month: 1) https://www.theglobeandmail.com/business/commentary/article-albertas-aim-to-be-delaware-north-deserves-more-attention-from-canadas/?rel=premium 2) https://www.canadianla...
3 legal entitities of a venture capital firm venture capital firm typically consists of three legal entities:1. The Management Company (ManCo) - This is the enduring entity across all funds and is owned by the fund managers. It typically employs ...
A rockstar founder is asking me to help with his company - well beyond a bit of free coaching and guidance (negotiate a license, coach interim CEO, other substantial efforts) in exchange for equity &/or cash. What are the top considerations prior...
It's mentioned in the Venture Partner agreement, but I cannot find it anymore.
Looking for when to broach the topic of accreditation and how to bring it up in the conversation, this is for the closing of the PACT conversation.
Given I expect to be raising from LPs from Canada and USA: "The undersigned understands that the Offering is being made without registration under any securities law in any jurisdiction, including the Securities Act of 1933 (the “Securities Act U...
Regarding a typical Y Combinator SAFE agreement: In the event of an Equity Financing, who should be responsible for "execute and deliver all of the transactions documents related to the Equity Financing". The Investor or the Company? The current ...
The Fund being a Delaware LP is a pass through entity?
What is the best legal setup for a deal warehouse especially for the first fund? Do we create a simple LLP with equal partnership of investors (close associates) that holds 4-5 assets, which is later bought out by the fund company and transfer the...
What are the main clauses or at least recommended clauses for an agreement with a Venture Partner in a fund?
If I create a fund that invests in startups in US and Canada but i'm based in Toronto, should the fund be registered within the country I'm in or anywhere in the investment geographic area? Sydecar for example does the registration in Delaware so ...