質問
I'd like to know what kind of strategy founders usually adopt (or should adopt) to prevent investors or shareholders from taking over control of the company. It seems common that after enough financing rounds, the original founders don't have the majority share in the startup anymore and are simply replaced with outside executives installed by the investors. From a general point of view, how could we (CA based C-Corp) prevent this from happening?
回答: 1 public & 0 非公開
First, by drafting the Bylaws correctly of the company. In fact, there are several clauses that you can include in your bylaws to be able to limit the power of the investors in the way to conduct the company. As said, if your bylaws reduce to much the power of the investors. They will simply avoid investing in your company and will select another one.
It is just a complex mixture of common sense and a fair repartition of the power of the company between the shareholders. Some clauses can be considered directly as offensive for the investors as others can protect your asset and open the door to win deal.
Only an experienced lawyer can drive you to a good bylaw , and we never do twice the same bylaws, it depends on many things including your market, your size, the goal that you have, the current number of shareholders, what you expect to do and how you expect to grow in the market.
There is no magic formula to give you directly what you expect, but there are plenty of clauses available to framework the bylaws in the way to protect the founders to be ejected of the company by the investors.
Hope this will help you.
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