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Full-Text Articles in Law
Gatekeeping The Gatekeepers: The Need For A Licensing Requirement For Crowdfunding Portals In The Wake Of The Dreamfunded Decision, Nick Worden
Michigan Business & Entrepreneurial Law Review
Most people are familiar with crowdfunding sites such as Kickstarter and GoFundMe—sites that allow users to part with their money in exchange for products or donate their capital to organizations they believe in. However, these sites have one trait in common: they do not offer contributors equity or a promise for future profits. For a long time, selling equity meant complying with the costly requirements of federal securities laws, which was cost-prohibitive for many small businesses; it was illegal for businesses to offer equity over a site in the way businesses on Kickstarter offered products. The Jumpstart Our Business Startups …
Audience Participation: Crowdfunding Large Scale Theatrical Productions Through Regulation A+, Christopher Johnson
Audience Participation: Crowdfunding Large Scale Theatrical Productions Through Regulation A+, Christopher Johnson
Michigan Business & Entrepreneurial Law Review
Theatrical financing has been conducted in much the same way for the better part of a century. This method, however, has consistently provided only the shows with access to the deepest of pockets a path to Broadway. The advent of Internet-based crowdfunding provides producers access to a potential source of capital that was previously unavailable. Prior to the promulgation of the SEC regulations regarding Title IV of the JOBS Act, this capital could only be accessed through donation or reward based financing campaigns, but with the introduction of Regulation A+, there is finally a practical method for the widespread solicitation …
Trust And Control: The Value Effect Of Venture Capital Term Sheet Provisions As Risk Allocation Tools, Jason M. Gordon, David Orozco
Trust And Control: The Value Effect Of Venture Capital Term Sheet Provisions As Risk Allocation Tools, Jason M. Gordon, David Orozco
Michigan Business & Entrepreneurial Law Review
The parties to a venture funding agreement are in a state of coopetition. The parties account for perceived risk in the entrepreneur-investor relationship through varying levels of control demanded from and trust afforded to the other party. The level of risk perceived by each party may differ along individual aspects of the prospective equity deal. The provisions of the term sheet delineate the subjective risk perceptions of each party to the transaction by allocating control or trusting a party with decision-making rights. When negotiating term sheet provisions, a party should seek to understand and recognize the risk perceived by the …
The Risk Of Money Laundering Through Crowdfunding: A Funding Portal's Guide To Compliance And Crime Fighting, Zachary Robock
The Risk Of Money Laundering Through Crowdfunding: A Funding Portal's Guide To Compliance And Crime Fighting, Zachary Robock
Michigan Business & Entrepreneurial Law Review
With the recent passage of the Jumpstart Our Business Startups Act (“JOBS Act”) and proposed regulations, equity crowdfunding is poised to play an important role in fundraising for many types of emerging growth companies. A fundamental purpose of crowdfunding is to reduce economic barriers to capital markets for emerging growth companies, in part by relaxing rigorous information disclosure requirements currently mandated by the Securities and Exchange Commission (“SEC”). Relaxed regulation should help reduce the cost of fundraising, but it will also present certain risks. Investor fraud is a common concern, which is addressed at length in the JOBS Act and …
Should Angel-Backed Start-Ups Reject Venture Capital?, Darian M. Ibrahim
Should Angel-Backed Start-Ups Reject Venture Capital?, Darian M. Ibrahim
Michigan Business & Entrepreneurial Law Review
The conventional wisdom is that entrepreneurs seek financing for their high-growth, high-risk start-up companies in a particular order. They begin with friends, family, and “bootstrapping” (e.g., credit card debt). Next they turn to angel investors, or accredited investors (and usually ex-entrepreneurs) who invest their own money in multiple, early-stage start-ups. Finally, after angel funds run dry, entrepreneurs seek funding from venture capitalists (VCs), whose deep pockets and connections lead the startup to an initial public offering (IPO) or sale to a larger company in the same industry (trade sale). That conventional wisdom may have been the model for start-up success …
Incubator Cities: Tomorrow's Economy, Yesterday's Start-Ups, Abraham J.B. Cable
Incubator Cities: Tomorrow's Economy, Yesterday's Start-Ups, Abraham J.B. Cable
Michigan Business & Entrepreneurial Law Review
Venture development funds (“VDFs”) are products of state and local government law that use public funds to invest in local start-ups, in the hope that these companies will then attract venture capital investment. Existing analysis by legal scholars largely assumes that establishing a private venture capital market is essential to encouraging entrepreneurship. This article challenges that assumption. It argues that VDFs and other policies focused on encouraging venture capital are outmoded and inconsistent with the ultimate economic development goals of state and local governments. In many industries, entrepreneurs can now get by with less capital because the cost of developing …
In Search Of Justice: Increasing The Risk Of Business With State Sponsors Of Terror, Gabriel C. Lajeunesse
In Search Of Justice: Increasing The Risk Of Business With State Sponsors Of Terror, Gabriel C. Lajeunesse
Michigan Law Review First Impressions
If the aims of tort law are deterrence, compensation, and provision of equitable distribution of risks, U.S. anti-terrorism laws have been margin-ally effective at best. Though Congress has passed legislation providing causes of action to U.S. victims of terrorism, compensation of victims is often difficult and terrorists are rarely deterred. Attempts to provide such recourse include the Antiterrorism Act of 1991 ("ATA"), the Antiterrorism and Effective Death Penalty Act of 1996 ("AEDPA"), and the Flatow Amendment to the Foreign Sovereign Immunities Act ("FSIA"). These attempts, however, are not enough.
Anti-Terrorist Finance In The United Kingdom And United States, Laura K. Donohue
Anti-Terrorist Finance In The United Kingdom And United States, Laura K. Donohue
Michigan Journal of International Law
This Article adopts a two-tiered approach: it provides a detailed, historical account of anti-terrorist finance initiatives in the United Kingdom and United States-two states driving global norms in this area. It then proceeds to a critique of these laws. The analysis assumes-and accepts-the goals of the two states in adopting these provisions. It questions how well the measures achieve their aim. Specifically, it highlights how the transfer of money laundering tools undermines the effectiveness of the states' counterterrorist efforts-flooding the systems with suspicious activity reports, driving money out of the regulated sector, and using inappropriate metrics to gauge success. This …
Financing Government In A Federal System, Michigan Law Review
Financing Government In A Federal System, Michigan Law Review
Michigan Law Review
A Review of Financing Government in a Federal System by George F. Break