Securities and Exchange Commission (SEC)

The Securities and Exchange Commission (SEC) is the federal regulatory agency that enforces federal securities laws (such as Sarbanes-Oxley, the Securities Act of 1933, the Securities Exchange Act of 1934, and other securities regulation), proposes rules for the regulation of […]


Secured Debt

Secured Debt is debt that guarantees some repayment because it is tied to some or all of a company’s assets as collateral. If the debtor defaults, the creditor can obtain a lien against the collateral.


Section 338(h)(1) election

A Section 338h)(10) Election is a tax election that allows certain types of taxpayers to treat an acquisition of the equity of a target company (which must be a corporation or s-corporation) as an asset sale for tax purposes.


Section 336(e) Election

A Section 336(e) Election is a tax election that allows certain types fo taxpayers to treat an acquisition of the equity of a target company (which must be a corporation or s-corporation) as an asset sale for tax purposes.


Secondary Shares

Secondary Shares are shares sold by a shareholder to a third party rather than shares sold by a corporation.


Secondary Sale

A Secondary Sale is a sale where a buyer purchases shares of a startup directly from the startup’s existing shareholders. This type of transaction allows founders and early-stage investors to take some money off the table.


Secondary Buyout

A Secondary Buyout is a private sale by a VC or private equity firm of its stake in a startup (or part or all of its entire portfolio) to another VC or private equity firm. See Tender Offer.


S-Corporation

An S-Corporation is a form of corporation that meets the IRS requirements to elect pass through taxation. The corporation can pass income directly to shareholders. S-corporations can be very valuable in limited instances. They are not typically recommended for startups, […]


Sarbanes-Oxley Act

The Sarbanes-Oxley Act was passed in 2002, largely in response to a number of significant corporate scandals, including Enron and WorldCom. The Act works to protect investors from fraudulent accounting activities and other problematic practices by corporations. You’ll also hear […]


SAFE

SAFE is an acronym for “simple agreement for future equity,” which is an alternative to the issuance of convertible debt.