Brian Kim

Brian Kim is a Senior Attorney at Vela Wood. He focuses his practice in the areas of M&A, venture financing and general corporate transactions.


Joinder

A Joinder references a document used to join a new party (such as a shareholder/member) to a document already executed by other parties. By way of example, a joinder may be used to add a new member to an Operating […]


Formation Documents

Formation Documents include the basic documents signed and completed during the formation of a company. This will always include the Certificate of Formation, Articles of Incorporation/Organization, or Certificate of Incorporation/Organization. The Formation Documents may include items such as (2) Resignation; […]


Corporate Governance

Corporate Governance is the manner in which an entity is governed and regulated. The term is used across all entity types – corporations, LLCs, and partnerships. Corporate governance documents include the certificate of formation/incorporation and bylaws for a corporation, and […]


Employment
Silicon Valley Review S5, Ep3: Levels of Decision-Making & Employee Retention

In this episode, we review S5, Ep3: “Chief Operating Officer” and discuss who makes day-to-day decisions v. strategic decisions v. fundamental decisions, enforcing non-competes, the three things to include in contractual agreements with your employees, and how to attract and retain great employees.


Entity Type
Forming an Entity (LLC v. C-Corp)

This blog was originally published in March of 2018 but was revised in January of 2025 and is still accurate. Okay – it’s time to actually form the business. You’ve built your pitch deck, received feedback from naysayers, visited with […]


Corporate Governance
Preparing for Funding Ep1: Incorporation

In this episode, we discuss why your company’s legal matters, lifestyle businesses v. venture-backed businesses, whether you should form your entity as a corporation or LLC, implications of the new tax code, and the filing requirements for entity formation.


Funding & Capital Raising
VDR Ch. 13: Issues at Different Financing Stages

In this episode, we discuss runaway valuations, party rounds, and board control. 


Crowdfunding
VDR Ch. 9: Crowdfunding

In this episode, we discuss product, charity, and equity crowdfunding, company types that best fit crowdfunding, the importance of being familiar with securities regulations and exemptions, and the future of crowdfunding.


Corporate Governance
VDR Ch. 7: The Cap Table

In this episode, we discuss best uses of cap tables, online cap table management platforms, and how VCs and companies each approach calculating price per share.