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255.11S sec. 001 - Venture Capital in Practice (Summer 2026)

Instructor: Herbert Paul Fockler  (view instructor's teaching evaluations - degree students only)
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Units: 1
Grading Designation: Credit Only
Mode of Instruction: In-Person

Meetings:

TuTh 4:45 PM - 7:20 PM
Location: Law 244
From June 30, 2026
To July 02, 2026

MWF 4:45 PM - 7:20 PM
Location: Law 244
From July 06, 2026
To July 10, 2026

Session: Session 2
Class Number: Click to show Class Number

Enrollment info:
Enrolled: 0
Waitlisted: 0
Enroll Limit: 30
As of: 03/13 08:02 AM


It's been said that Silicon Valley is the source of the greatest creation of wealth in history. What’s less said is that attorneys have been key participants in that success.

This is a practice-oriented course focusing on legal and business matters encountered in the day-to-day life of corporate attorneys in Silicon Valley and elsewhere in the U.S. who advise technology and emerging growth startups, as well as their founders and investors. The course will touch on key issues and events in the life cycle of a startup, including:

+ Things entrepreneurs should consider when starting a technology development business.
+ Choices in forming an entity to hold that business.
+ The typical corporate structure of that entity, including its ownership and its governance.
+ Seeking early-stage, pre-venture-capital funding.
+ Incentivizing engineers and other key contributors.
+ Early-stage, pre-venture capital funding.
+ Seeking, securing and documenting venture capital funding.
+ Fundamental concepts in and basic mechanics of a venture capital financing.
+ Preparing for a liquidity event, such as an acquisition or IPO.

In each case, the emphasis is on business realities and practical solutions, such as:

+ What makes for a good business to attract venture capital funding.
+ How can entrepreneurs attract venturer capital and other investment.
+ The pros and cons of different sources of investment capital.
+ How founders and investors interact to allocate between them control of their venture and the risks and rewards from it.
+ What the actual terms of a venture capital financing are and which of these matter from a business perspective for both founders and investors.
+ What strategies founders and investors can use to negotiate those terms.

The course is taught using many examples taken from the real world (to the extent you can call Silicon Valley the “real world”).

Professor Fockler has been an attorney for over 40 years in the Corporate and Securities Department of Wilson Sonsini Goodrich & Rosati, the leading legal advisor to technology and emerging growth companies worldwide. He has worked with hundreds of public and private companies across the technology industry, ranging from new startups to multi-billion dollar global enterprises, advising them on a wide range of corporate and securities matters, including company formation, structuring and operations; employee equity incentives; venture capital and strategic financings; corporate governance; mergers and acquisitions; initial public offerings; SEC reporting; public company financing and governance; and technology licensing.

Exam Notes: (TH) Take-home Final Exam
(Subject to change by faculty member only through the first two weeks of instruction)
Course Category: Business Law

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