Wk7

Welcome to the seventh week of the Programme!

We hope that the past month and a half have been useful to you as you begin to develop your business.  Last week, we thought about employees and advisors; this week, we will be exploring company structures, and considering the best way to establish your business to support these individuals as they help you pursue success.  First, you will be learning about incorporation and registration, to make sure your business is operating legally in your own city, province, and/or country.  Then, you will have the opportunity to learn about effective cash flow, developing financial stability for your team.  Finally, the curriculum considers contracts and licensing, equipping you with the right legal structures to protect you, your business, and your team.

These are complicated lessons with great importance to your business.  During this week, you should speak with your mentor about his or her own experiences with similar topics. Finally, we invite you to interact with fellow participants through the activity tab and share thoughts and expertise with them!

Read the Glossary this week to understand terminologies!


Project To Dos


Seventh Survey

Read Incorporation Article

Complete Critical Business Documents Checklist. Some of these documents may not be necessary in your local area, or you may have already completed them before beginning this programme.

List any resources you discover on the Forum relevant to your industry and/or country.

Complete the Cashflow Worksheet using your best estimates for positive and negative cash flows.

Cashflow Analysis
Discuss the results of the [Cashflow Worksheet] with your mentor, and ask for their advice regarding further steps to continue your positive cashflow or remedy a negative cashflow.

Reviewing Contracts and Licences
Review Types of Contracts and Licences, particularly with a local business support centre if one exists.

Read Professional Business Services Article

Complete Professional Business Service Assessment

Discuss appropriate timing for hiring an accountant and a lawyer with friends and your Mentor.


Glossary of Terms

Incorporate
Incorporating means that you are officially and legally setting up a company. This can be a costly and expensive process in many places, frequently taking several months. Setting up your business as a corporation is important if you want to receive private investment, or be able to take advantage of preferential tax treatment.

Contract
A contract is a formal document that clearly explains the legal relationship between two or more parties. The key characteristic of a contract is that all aspects of the agreement should be enforceable by law.

License
A license is a type of formal permission for a person or organization to use something, to do something, or to allow something to take place. A license is often granted in exchange for fulfilling certain requirements and paying a fee.

Cash Flow
Cash flow is the movement of money in and out of a business. This is different than money a business owes others, or money that others owe a business. Cash flow refers only to money, not liabilities or contractual obligations.

Cash Balance
Cash balance is the available cash after subtracting the outflow of cash from the inflow of cash in a business.

Asset Purchase
An asset purchase is a specific type of sale by a company. Instead of buying shares (also called equity), one business is agreeing to pay another business for physical and digital items.

Independent Contractor Agreement
An Independent Contractor Agreement is an agreement between a company and a person to conduct some kind of work. The business is allowed to carefully explain what needs to be done, but not say how the work actually happens.

Employment Contract
An employment contract is an agreement between a company and a person to conduct some kind of work. The company is allowed to say exactly what the person does, and how he or she does it.

Joint Venture
A joint venture is an agreement between two or more businesses. These types of contracts actually create a new company that is co-owned by all the members of the joint venture.

Lease
A lease is an agreement that allows one party to pay for the use of another party’s asset.

Loan
A loan is an agreement to take a sum of money and then repay it, plus interest, over some period of time.

Supply Contract
A supply contract is an agreement between a vendor and a customer that establishes the main details of the relationship. This type of contract usually deals with the quantity, timing, pricing, and other important aspects of the relationship.

Partnership
A partnership is a formal collection of two or more people who jointly own a business. In this type of contract the partners share all profits and losses according to a formula that is agreed upon at the contract’s signing.

Non-Disclosure Agreement
A Non-Disclosure Agreement is a legal contract between two or more people in which one person agrees not to disclose confidential company information received from the other person to third parties.

Memorandum of Understanding
A Memorandum of Understanding describes an agreement between two or more people that recognizes a common interest, and specifies the contribution for each member.

Incorporation Article

Many parts of the business are exciting, interesting, or challenging. They involve the creation of new types of solutions for customers, or negotiating with a potential partner, or pitching investors. Other parts of the business are equally important but less fulfilling. These are the required tasks that an entrepreneur must take seriously if he or she wants to build a company that will last.

Incorporation and the related legal requirements are potentially boring but important tasks. This is a critical step forward for your business. Incorporation is the process of formally creating a company with the permission of your local, state, or national government. There are many reasons to create a business instead of using your personal finances. They include:

Separation and protection of assets. You should be able to keep all your personal income and other assets apart from those of the business.
Taxation. Businesses are often taxed at lower rates than individuals.
Selling shares. You can raise money for your business by selling shares to investors.
Ownership. You can transfer some or all of the company to someone else when you no longer want to be responsible for its operations and management.

These benefits may not apply in your local area. Make sure to check with local resources, friends, and mentors to verify the specific protections that come with incorporation. When you do incorporate, the process will also vary widely across states or provinces. Every area is different, but you will find a list of standard documents that are required as one of the next tasks.

If you are still not convinced of the value of incorporation, consider this. Your business, however great, will not be able to grow without a formal structure. Potential partners, investors, employees, and partners may all want to work with you, but they will also require a stable foundation. That is a key reason for incorporating. It helps you convince everyone else that your company should be taken seriously.

Critical Business Documents Checklist:

The steps required to Incorporate and Register your business vary between states, provinces, and countries.  You will need to determine the specific requirements in your local area. The government office will certainly need documentation and personal information, so make sure to have that ready. In many places, this process can take a few weeks to a month, but you should plan on several months to ensure you have enough time. These are generally the required steps:

___ Name Search

You need to make sure that no other company already bears the name you chose.

___ Memorandum and Articles of Association

You need to clearly outline the company’s mission and the roles and responsibilities of the early team members.

___ Statement of Authorized Share Capital

You need to issue shares of your company to the founders, and possibly investors or employees in the future. This document places an upper limit on the number of shares that a company can issue. While it is rare in many places, the U.S. and some other countries still require this document.

___ List of Directors

You need to identify who will be taking leadership roles within the company from the beginning. This list will include all of the initial Board Members.

___ Corporate Bylaws

You need to have clear processes to guide your company. These are the rules by which you, your investors, and your employees will operate.

___ Certificate for Incorporation

You need to set yourself up as a legal entity. This is a document that is issued to your company by a local, state, or national government that officially gives you permission to form.

Once you have these documents, you will be able to set up business bank accounts and perform other important basics steps in building the legal and financial foundation of your company.

Complete the Cashflow Worksheet
Download resources here.

Cash Flow Management Worksheet

As the saying goes, “Cash is King.”  Cash flow keeps the business moving. A business may be profitable on paper, but if the amount of cash going out of the business is greater than the amount of cash coming in, it will (at best) hinder operations and (at worst) kills the business.

Profit is not the same thing as cash flow. Profit can be calculated in advance because it is the total revenue minus the total costs. Cash flow deals with actual payments of money in and out of bank accounts. As a startup, cash flow is the most important aspect of your company’s financial health.

Be careful extending credit to customers. There may be many people or companies who want to use your product or service, but who are less willing to give you money once the payment is due.  Make sure they can pay their bills on time. You even may want to offer discounts to customers that pay ahead of time, because the value of having cash on hand faster may be worth the slight reduction in profit.

What is your cash balance right now?


What do you expect your cash balance to be in six months?


What is your monthly negative cash flow? (Note: this may be different than monthly expenses.  This is specifically focused on the cash that leaves your business on a monthly basis.)


What is your monthly positive cash flow?  (Note: this is likely different than monthly revenue.  This is specifically focused on the cash that enters your business on a monthly basis.)


How consistent are your customers in paying on time?


Types of Contracts and Licenses

There are many kinds of legal relationships. Understanding each of these will help you take the correct precautions as an entrepreneur. One of the fastest ways for a company to fail is to get involved in legal trouble that takes the entrepreneur’s attention away from running the business. Make sure you are familiar with each of the items on this list.

Asset Purchase
An asset purchase is a specific type of sale by a company. Instead of buying shares (also called equity), one business is agreeing to pay another business for physical and digital items.

Independent Contractor Agreement
An Independent Contractor Agreement is an agreement between a company and a person to conduct some kind of work. The person is considered an independent professional. In these contracts a business is allowed to carefully explain what needs to be done, but not say how the work actually happens.

Employment Contract
An employment contract is also an agreement between a company and a person to conduct some kind of work. The person in this case is considered to be a part of the company. In this case the company is allowed to say exactly what the person does, and how he or she does it.

Joint Venture
A joint venture is an agreement between two or more businesses. These types of contracts actually create a new company that is co-owned by all the members of the joint venture.

Lease
A lease is an agreement that allows one party to pay for the use of another party’s asset.

Loan
A loan is an agreement to take a sum of money and then repay it, plus interest, over some period of time.

Supply Contract
A supply contract is an agreement between a vendor and a customer that establishes the main details of the relationship. This type of contract usually deals with the quantity, timing, pricing, and other important aspects of the relationship.

Partnership
A partnership is a formal collection of two or more people who jointly own a business. In this type of contract the partners share all profits and losses according to a formula that is agreed upon at the contract’s signing.

Non-Disclosure Agreement
A Non-Disclosure Agreement is a legal contract between two or more people in which one person agrees not to disclose confidential company information received from the other person to third parties. This type of contract deals with confidential material, knowledge, and information that is an important part of the company’s business model.

Memorandum of Understanding
A Memorandum of Understanding describes an agreement between two or more people that recognizes a common interest. This type of contract deals with overlapping areas of interest and the expectations of contribution for each member.

Professional Business Services Article

Your company needs to be focused on building a solution for your customer’s problem. The solution should be consistent with associations you create through your marketing and branding, which we discussed in Week 5, and also realistic based on your team’s skills, which we discussed in Week 6.

You should have a lot of questions after reviewing the various contract templates in the Resources section. These are all important legal and financial documents that you will probably need at some point during your entrepreneurial career. Professional business services exist so that you can adapt these documents for your company’s goals. You can focus more on the core parts of your business by letting others take care of these highly specialized and technical tasks.

Lawyers are the most commonly used professional business service. These are specialists in the law, and often work together in groups called law firms. Here are some useful questions to ask when speaking with someone you are considering as a lawyer:

Who will I be working with at your company?
The person you interview may not be the person who manages the relationship.

How much experience do you have with clients similar to me?
Whether this means an early-stage company, your type of business, or your industry, it is important that your lawyer understands the environment in which your company operates.

Can you provide me with any references?
Lawyers should be able to name companies who are satisfied clients.

How do you prefer to be paid?
They could either want a fixed fee for their services - if they were preparing your incorporation documents, for example - or charge per hour.

Accountants are the next most common type of professional business service. They may work alone or with a group. Accountants will be investigating the operations of your company from a financial perspective. Here are some useful questions to ask when speaking with someone you are considering as an accountant:

What sort of services do you provide?
Accountants perform a range of services, including creating and maintaining all the company’s financial records; preparing financial statements; offering professional opinions on audits of the business; and preparing taxes.

How much experience do you have with clients similar to me?
Whether this means an early-stage company, your type of business, or your industry, it is important that your accountant understands the environment in which your company operates.

Can you provide me with any references?
Accountants should be able to name companies who are satisfied clients.

How do you prefer to be paid?
They could either want a fixed fee for their services or charge per hour.

Tax Advisors are another category of professional business services. These are people who specialize in ensuring compliance with the tax code while minimizing the amount of money you have to pay. Usually, your accountant serves as your tax advisor, but there are particular kinds of businesses with complicated rules that may be using a consultant just for tax purposes. These people should be referred through your Accountant or Board Members.

Management Consultants are the last major category of professional business services. These are people who specialize in optimizing business operations. They are also very expensive consultants with do not stay very long with the company. Generally speaking, these types of consultants are not recommended for startups. It is easier, faster, and cheaper to handle the problem internally after careful discussion with all the people who would be affected by any decisions.

Seventh Survey [Answers to the surveys are not necessarily correct, they represent my personal opinions].


Do you have any business partners?

No
One Business Partner
2-3 Business Partners
4-5 business partners
More than 5 Business Partners

Answer: No


What is your primary role in the business? (Select all that apply)

Founder
Chief Operations Officer
Chief Financial Officer
Chief Executive Officer

Answer: Founder

Professional Business Services Assessment


As we learned in the Professional Business Services Article, you will need to use other companies to support your core operations. The types of services will vary, and some will require long-term relationships. Please answer the following questions to help us determine what sort of services you will be using as a member of the Programme.


When will you start using an accountant?

a. I already have one
b. I need to hire one now
c. I will need to hire one soon
d. I am not sure

Answer: c. I will need to hire one soon


When will you start using a lawyer?

a. I already have one
b. I need to hire one now
c. I will need to hire one soon
d. I am not sure

Answer: c. I will need to hire one soon


When will you start using a tax advisor?

a. I already have one
b. I need to hire one now
c. I will need to hire one soon
d. I am using my accountant
e. I will use the accountant I hire in the future
f. I am not sure

Answer: e. I will use the accountant I hire in the future


Will you need to hire additional engineers or developers as consultants?

a. Yes, I am already using some
b. Yes, in the near future
c. Yes, eventually
d. No
e. I am not sure

Answer: b. Yes, in the near future


Who will you most likely use as resources when hiring consultants?

a. The other people in my company, including Board Members
b. My friends and family
c. My personal advisors or mentors
d. Local business resources
e. Internet-based options

Answer: c. My personal advisors or mentors


Which option best describes the way you are thinking about consultants?

a. They will be very helpful
b. They will be very expensive

Answer: a. They will be very helpful