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Mark S Britton

Mark Britton’s Answers

137 total


  • Names of the best startup attorneys in Los Angeles area

    I'm starting a new internet site and am looking for the names of the better startup attorneys in Los Angeles. Thank You

    Mark’s Answer

    Here's a good place to start:

    http://www.avvo.com/search/lawyer_search?utf8=%E2%9C%93&q=venture&loc=los+angeles&commit=

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  • I hold a promissory from a startup co. They refuse to pay and don't answer the phone or email. What kind of lawyer do I need?

    Delaware company doing business out of San Diego, CA Promissory note in the hundreds of thousands of dollars. They ARE STILL IN BUSINESS as far as I know. I would like to use AVVO as a tool to help find a lawyer but I don't know what category t...

    Mark’s Answer

    I can't help, but one of these lawyers can:

    http://www.avvo.com/search/lawyer_search?utf8=%E2%9C%93&q=business&loc=San+Diego%2C+CA&commit=Go&ref=nav_search

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  • We have a startup with a team of 9 people and we just release the beta of our saas product and thinking M&A

    We have a startup with a team of 9 people and we just release the beta of our saas product and thinking M&A. We are negociating deals with 2 companies and would like to explore M&A the same time to be acquired by a company that has bigger sales mu...

    Mark’s Answer

    This is largely a banking question, not a legal question. Still, let me offer my thoughts based on my corporate development experience.

    First, I’m a big believer that if you focus on M&A from the outset (or really at any time), you significantly increase your chance of failure. Focus on building an amazing product, and if you succeed then maybe someone will try to buy your product/company. If they do, only then put some of your organizational focus into M&A.

    IMO, products built for acquisition are seldom amazing, and less-than-amazing products are seldom acquired.

    As for valuation, it really depends on how strategic you are to a potential buyer. If someone really wants your amazing product, then the valuation is whatever they are willing to pay. Many in the investing world often say that “valuation” is simply where a willing buyer meets a willing seller. You have to think through *why* a buyer wants you, and then highlight that “why” as much as possible during the valuation process.

    If possible, you should try to build a valuation case based on comparable acquisitions. A sophisticated buyer will surely do the same. So, whether it is trailing revenue, revenue run rate, ebitda or net income, you should look at acquisition multiples based on those metrics to form an argument for your valuation. Let’s say you have 5mm in 12-month trailing revenue and you know of six similar companies who have sold for 10x trailing revenue, then you should use this as a benchmark in negotiating with a potential buyer.

    Finally, the best way I know to drive valuation is have at least two buyers competing with one another. In every instance, healthy completion will only help your valuation. To combat this, many buyers will try to get you to “go exclusive” with them while they do due diligence on your business, etc. Try to avoid this to preserve as much competition as possible.

    Good luck.

    Mark Britton
    CEO, Avvo

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  • How should equity be written on legal documents; In terms of number of shares, or percentage?

    I am joining a technology startup as a CTO. I have been offered equity by the company as well as co founder title. The documents I will be signing have listed the vesting schedule and the amount of equity I will be receiving. The documents I am...

    Mark’s Answer

    First of all, you are smart to be thinking about your grant as a percentage rather than an absolute number. However, that is a percentage of the fully diluted equity *at the time of your grant.* That is what Dana is speaking to, and I agree with him.

    However, there is sometimes confusion between the percentage offered and the actual number of shares granted thereunder. To ensure you are getting the percentage you expect, you can do one of two things: (1) Get the fully diluted equity number from the company (i.e., stock outstanding, plus any shares underlying options and other derivatives), multiply FDE by your expected percentage and then make sure that the product (absolute number of shares to be granted to you) is in your offer letter. OR (2) Have the offer letter express both the absolute number of shares to be granted to you *plus* a confirmation that this is x% of the FDE at the time of grant. #1 is usually how it is done; but, if the company really sold you on a percentage of equity, then #2 is reasonable.

    Good luck and congrats on your offer.

    Mark Britton
    Avvo CEO (and former corporatate lawyer :-))

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  • Do I need a personal injury lawyer?

    I Fell down 7 stone steps in a business building. The landing of the steps appeared longer, and the stairs all appear to be the same color leading to the appearance of a wider landing.. Railings along each wall on the side of the stairs. Not v...

    Mark’s Answer

    You should talk to a lawyer. Avvo rates and profiles 90% of the personal injury lawyers in WA - see the list below. You might also look into speaking to a couple of the many attorneys who gave you excellent advice here. I'm sure that one of them could help you.

    http://www.avvo.com/search/lawyer_search?utf8=%E2%9C%93&q=Personal+Injury&loc=wa&commit=Go&ref=nav_search

    Regards,

    Mark Britton
    CEO, Avvo

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  • Want to start a New business.

    Bussiness guide lines needed for start up.

    Mark’s Answer

    Here is Avvo's start-up center. Lots of info and guidelines. http://www.avvo.com/topics/67-startups

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  • Trademarking an event name-What basics should I know?

    Hi I work for a radio station who has been asked to come on board as the main sponsor for a potential music festival. We are in the very beginning stages of considering the event and are looking into trademarking the festival name. We are a smalle...

    Mark’s Answer

    You can start here: http://www.avvo.com/topics/67-startups/sections/1555-trademarks

    I did a quick search on Trademark basics in Avvo and found dozens of helpful guides. Here is part 1 of a thorough 4-part guide. http://www.avvo.com/legal-guides/ugc/trademark-basics-part-1-selecting-a-trademark?ref=kb_serp_title_9

    With just a little search on Avvo you can learn a lot - for free.

    Mark

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  • Are Lawyers Willing To Write A Provisional Patent For Free In The Tech Mobile World?

    We are a hot new startup about to launch a new mobile technology and wanted to see if lawyers are willing to help a startup in our situation file a provisional patent in hopes of building a relationship and potentially more work.

    Mark’s Answer

    If your startup is as "hot" as you say, you can typically find a start-up centric law firm (in your area Wilson Sonsini, Gunderson, Cooley, Fenwick, etc.) that will forego fees until your first round of financing. Still, you need to convince them that your idea is worth taking the delayed-payment risk and the more sophisticated firms have seen *a lot* of startups that found themselves very hot. Good luck.

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  • What is the best way to get stock options without causing financial obligations and tax implications

    I am part of a startup corporation as an investor. Out of a group of 12 investors, 5 of us are also working very hard, dedicating personal time to building this company. Likewise we are doing this without pay and are intested in some sort of stock...

    Mark’s Answer

    Your question seems to raise more practical than legal issues. First, on the legal front, companies give options to their employees all the time and, if structured properly, they do not raise any financial or tax obligations. This is employee compensation 101 and any experienced corporate lawyer can help the company grant you options.

    The bigger question is whether the company feels that you *deserve* these options -- and this is where the practical issues arise. Solid companies are communicative companies where all of the early employees know where they stand from a compensation perspective. Do you meet periodically with your manager to discuss your performance? In those meetings do you discuss your compensation? If not, your management model is currently broken and you need to be proactive in discussing these issues with your manager and ultimately the CEO.

    Another issue is whether you received founders’ shares. This is a percentage of the stock when the company was founded. If you did, often you will not receive options until the CEO or board feel that the holding power of those shares is diminishing. This is true even if some of the original investors are working harder than others because different people bring different things to the founding table – for example, some bring deep pockets; some bring programming knowledge; some bring sales/inspirational skills; etc. It all depends on the company, and there is no formula. The key is that everyone within your young company *communicate* regarding these issues or it is going to be short trip for everyone.

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  • WOULD YOU SUGGEST A LAWYER FOR VIOLATION OF PC 148.5

    Accidental discharge of a firearm, only injury to myself at home after which I informed I informed the police it happened at a different location and unknown assailant because I panic'd and was scared.

    Mark’s Answer

    As Isileli suggested, here are Orange County lawyers that can help you.

    http://www.avvo.com/search/lawyer_search?utf8=✓&q=Criminal&loc=Orange+county%2C+CA

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