Venture capital consulting

Innovative technologies, the expectation of high profits and unicorns like Facebook, Uber, Airbnb or Zalando are a synonym for the chances connected with venture capital (VC) investments. A membership of the venture capital ecosystem requires the willingness to take risks – as a founder or as a venture capitalist. While corporate venture capital organisations aim at long-term and strategic goals, the cooperation between VCs and start-ups is usually for a finite lifetime, why this type of cooperation has similarity with a private equity investment into mature companies.

Given the special situation of start-ups, a company valuation on the occasion of an intended round of financing often implicates a considerable degree of uncertainty – in contrast to the common practice with regard to well-established companies. Moreover, young entrepreneurs can hardly offer any recoverable collaterals to their investors, making venture capital financing an investment with above-average risks.

During the development of young companies, various situations require professional advice: drafting or negotiating a term sheet, designing a tax-optimised holding structure or preparing a (partial) exit are just a few examples. The interdisciplinary services of the Rödl & Partner startupXperts are committed to assess business, valuation, legal and tax aspects from a risk approach and to identify possible approaches to mitigate them. Our advisory is tailored to the size of the intended venture capital investment and to the actual stage in the life cycle of the start-up – upon request comprehensive or selective and occasional. Consistent with the successful caring principle of Rödl & Partner, our clients have one responsible contact person at their side.

The Rödl & Partner startupXperts are experts of various disciplines who specialise in advising venture capitalists and young enterprises. Since 1999, Rödl & Partner has been actively engaged in the North Bavarian Business Plan Competition, as one of its founding members, and also with BayStartUP, the start-up network for founders, investors and enterprises in Bavaria.

Who we advise:

• Venture capital organisations
• Corporate venture capital organisations
• Institutional and public investors
• Business angels
• Start-up companies and founders in any stage of the life cycle

Our services at a glance:

Legal

• Advice, drafting and negotiation regarding term sheets
• Legal quick check and legal due diligence
• Drafting and negotiation of investment agreements
• Drafting and reviewing of supporting documents such as shareholders’ agreements, articles of association, rules of procedure, employment contracts and loan agreements
• Notarial support and notarization (in the state of North Rhine-Westphalia, Germany)
• Drafting of powers of attorney, representation or assistance during the notary appointment
• Examination of antitrust filing requirements, antitrust clearance letters
• Conception and legal advice with regard to an exit

Financial

• Financial quick check
• Financial modelling: design and optimisation of steering models, reporting for investors and business plans
• Company valuation on the occasion of rounds of financing and of an exit
• Vendor assistance
• Contribution of intangible and tangible assets

Tax

• Designing of an appropriate financing structure (equity or debt financing, convertible loans)
• Designing of a tax-optimised holding structure taking into consideration the historic changes in the corporate structure (direct investment by the financing entity vs. foundation of a holding company)
• Possible tax-neutral approaches of contributing assets and business divisions
• Coordination with the tax authorities to obtain binding information in order to mitigate future tax risks
• Company valuation for tax purposes as well as advice in procedural questions

Accounting

• Financial statements based on national financial reporting standards
• Financial statements based on International Financial Reporting Standards (IFRS)
• Audit of financial statements