I'll be posting a bunch of stuff here for my class at Chicago. I'm hoping that by doing so, I'll enable a broader dialogue on the topics we're covering. At any rate, the syllabus is below. Class starts March 31st, and I'll post the teaching material and interesting discussion points as we go.
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Syllabus – LAWS 61702
The Business of Entrepreneurship for Lawyers
John Rodkin
The Business of Entrepreneurship for Lawyers
John Rodkin
OVERVIEW: The course will focus on the legal and non-legal tactical details of entrepreneurial endeavors. The legal specifics of corporate formation, tax, contracts, etc, are well covered by a variety of other courses at the Law School. Students who are interested in either starting companies or working with startup founders as their legal counsel will solidify their foundations in this course. There will be no textbook – course materials will include Powerpoint slides, readings from various entrepreneur and venture capital blogs, sample business plans, and other sources.
The class will meet Mondays, 4-6, in Room A through May 19th.
CREDITS: The course can be taken for either 2 or 3 credits at your option. Initially, all students are registered for the 2 credit option. If you’d like to take the course for 3 credits, you must let me know no later than April 11, 2008. Once the registrar changes your registration, you will be unable to later opt back in to the 2 credit option.
GRADING: Grading will differ depending on the number of credits you choose:
· 2 credit option: There will be a 3-hour open book exam on 5/28.
· 3 credit option: You will be required to present a business plan to a panel of me and a group of 2-3 others (which may include classmates). The presentation, including Q&A, should be approximately 60 minutes. In addition to the oral presentation (with accompanying slides), you’ll need to turn in a written mini-plan (executive summary, lead generation, sales, and marketing) (no more than 5 pages), a capitalization table (current and after at least two more future rounds of financing, all the way through an IPO), a long term financing plan with corresponding milestones for each round of investment, and written follow-up for any unanswered questions during the presentation. The business can be entirely made up and infeasible (e.g. a franchised dry cleaner that uses robots to wash, fold, and iron), but the market analysis must be real and the other documents must be internally consistent. You can do the 3 credit option in groups of 2, but you are not required to work in a team. Both members of the team will receive the same grade, and teams will be expected to be a bit more thorough than individuals.
Deadlines for the business plan presentation (you can schedule me for anytime between 5/28 and the deadline):
Graduating students: Monday, June 2nd.
Non-graduating students: Monday, June 23rd.
For both grading options, students who are particularly and consistently thoughtful during class discussions will receive 1 extra point on their grade. (Note: I’ve been in classes where participation was a major part of the grade. We’d like to avoid some of those side effects here, if possible.)
ATTENDANCE: The standard Law School policy is that you should miss no more than 1 seminar period. I doubt you’ll want to miss any sessions of this class since we’ll be having fun, but if something comes up and you need to, please let me know in advance. Except in special circumstances, you’ll lose 1 grade point for every absence after your second.
COURSE MATERIAL: The material for this course will primarily be web-based. I will disseminate the next week’s readings a week in advance and post my slides within 48 hours after class. I’ll endeavor to use Chalk, but I also maintain a blog (blog.rodkin.com) on which I’ll post the material, and I’ll tag the web readings with del.icio.us as well. (For instance, to find week 2 web assignments, go here: http://del.icio.us/jrodkin/laws61702, and click on the “week 2” related tag or go to http://del.icio.us/jrodkin/week2 and make sure it’s for this class.). Where blog posts are the required reading, please read the comments as well – a lot of the meat ends up in those.
In addition to the weekly readings, please read Nassim Taleb’s Fooled by Randomness. (http://www.amazon.com/Fooled-Randomness-Hidden-Chance-Markets/dp/0812975219) We won’t discuss the book directly, but its concepts will add a useful perspective to our discussions. At least one substantial exam question will be drawn from the book, and the perspective will help those presenting a business plan.
Finally, I’d recommend subscribing to PE Week Wire if you want to work in or around startups or private equity firms. (http://www.pewnews.com/hybrid.asp?typeCode=82&pubCode=3). This is a daily newsletter describing a variety of hot VC/PE topics, recent deals, personnel changes, and occasional industry drama.
PREPARATION: I realize that it’s Spring Quarter and you’re almost out of here. The workload for this class is not high. It will be less fun for all of us if you have to listen to a monotone lecture instead of a vibrant discussion, so please come to class prepared. I will begin each class by randomly asking a different student to summarize each reading. Since there are likely to be 8-10 readings and less than 20 of you, your odds of getting asked to summarize a reading almost every week are quite high. The second time you are unable to summarize, I’ll count it as a missed class (likewise for any difficulties after the second). See the “Attendance” section above.
MY CONTACT INFO: You can reach me at XX. My cell phone is YY. (Please remember, I live in California, so try not to call when you roll out of bed in Chicago). If you have any questions about the readings, class, entrepreneurship in general, please let me know. I travel frequently, so I may need 48 hours to respond to some questions, but I’ll usually be much faster.
Section 1 - Forming a business
Week 1 (March 31)
Topics: Should you or shouldn’t you? The founding team.
Readings:
Available for free on the web, with links to them here (remember to read the comments of the blog posts and to read both pages of the del.icio.us links):
The Pmarca Guide to Startups, Parts 1-7 (Pmarca is Marc Andreessen, founder of two multi-billion dollar companies).
“Why Early Stage Venture Investments Fail” – blog post by Fred Wilson, Union Square Ventures
“No Exit” – blog post by Dick Costolo, founder of Feedburner (acquired by Google for $100M)
“In Search of Inexperience” – blog post by Guy Kawasaki, Garage Technology Ventures
“Founders and Management” – blog post at Union Square Ventures
Available at Harvard Business Online (Go here and search for the titles. There is a cost to download these articles. If you can't find them, let me know before class):
The Founder’s Dilemma – by Noam Wasserman, Harvard Business Review article
Natural Born Entrepreneur – by Dan Bricklin (founder of VisiCalc, the first spreadsheet), Harvard Business Review article
Week 2 (April 7)
Topics: Initial employee documents; Business plan / slides
Readings:
Available for free on the web, with links to them here (remember to read the comments of the blog posts):
F2 Restricted Stock Purchase Agreement
F2 Stock Option Grant Notice
“The 10/20/30 Rule of PowerPoint” – blog post by Guy Kawasaki, Garage Technology Ventures
“The Pitch Deck” – blog post by Stu Phillips, Ridgelift Ventures
“A Pitch Deck Does Not Stand Alone” – blog post by Stu Phillips, Ridgelift Ventures
“The Zen of Business Plans” – blog post by Guy Kawasaki, Garage Technology Ventures
“How NOT to write a business plan” – blog post by David Cowan, Bessemer Ventures
“Should you hire someone to write your business plan?” – blog post at Ask the VC.
Week 3 (April 14) – Financing strategy and execution; Cap table.
Section 2 – Running a business
Week 4 (April 21) – Personnel (and documents). Compensation. Intellectual Property (NDAs, PIIs, patents); Non-competes, non-solicitation, and non-disparagement.
Week 5 (April 28) – “Working as the legal counsel for a startup” – Guest Speaker (Peter Werner from Cooley Godward Kronish)
Week 6 (May 5) – Marketing and sales plans. Board meetings and interaction
Section 3 – Exiting a business
Week 7 (May 12) – Acquisitions
Week 8 (May 19) – IPO (if there’s time, guest lecturer)
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