投資契約の落とし穴｜起業家が資金調達で注意すべき条項5選【スタートアップ法律相談所 vol.21】

This time, we'll be discussing "Mastering Investment Agreements," explaining the top 5 key points entrepreneurs should know. We'll clearly explain why agreements tend to favor investors and what to negotiate, based on key clauses (obligation to sell, subscription rights, transfer restrictions, joint sale rights, and drag-alongs). This is a recommended introductory guide for entrepreneurs before and after fundraising. Please take a look! ▼Contact AZX Law Firm here▼ https://www.azx.co.jp/contact?utm_sou... *Please select "YouTube" for "How did you hear about us?" ▼What is Series AZX?▼ This is a new program launched by AZX to introduce entrepreneurs seeking funding to investors free of charge. After a simple screening, we will assign a lawyer, conduct a face-to-face review and provide advice (simple due diligence), and then introduce you to investors partnered with AZX. Please check our website for details. Website: https://www.azx.co.jp/series-azx ▼Free Business Model Review▼ We will check your business model from the perspective of whether it violates legal regulations or can be used for illegal activities, and provide advice on the spot. For details, please check the website. Website: https://www.azx.co.jp/service/busines... ▼Free Online Consultation▼ We offer free online consultations for first-time users. (Generally, one consultation per company) Please contact us via the website! Website: https://www.azx.co.jp/service/online ▼6th Anniversary Campaign Now On!▼ We are holding a gift campaign to express our gratitude for your continued viewership. 66 lucky viewers who complete our survey will receive a 1,000 yen Amazon gift card! Campaign Details Here ┗https://gazellecapital.vc/sttv-media/... 【Video Table of Contents】 0:00 Digest 0:33 This Episode's Theme 1:16 The Importance of Understanding Investment Agreements 1:58 Important Matters Regarding Stock Handling 2:26 ① Obligation to Sell Stocks Upon Resignation of Directors 7:49 ② Right to Subscribe to New Shares 9:59 ③ Transfer of Stocks by Management Shareholders/Investors 13:30 ④ Right of Pre-emption/Right of Joint Sale 18:13 ⑤ Drag-Along Right 20:38 Message to Entrepreneurs ▼For Entrepreneurs, Businesses, and Financial Institutions▼ If you have any concerns regarding startups, such as struggling with fundraising after starting a business, wanting to expand your network with startups or pursue collaborations, or wanting to establish a CVC but not knowing how to form or operate it, please contact Gazelle Capital, the venture capital firm that operates Startup Investment TV. Gazelle Capital ▶︎ https://gazellecapital.vc/ ▼Consult about fundraising easily▼ Startup Investment TV's "Fundraising Window" accepts a wide range of consultations and questions, not only about investment, but also about business ideas before starting a business, loans, subsidies/grants, and M&A. Fundraising Window ▶︎ https://lp.gazellecapital.vc/lp-finan... ▼Search VC/CVC information on the media▼ A media platform has been released where you can search for transcripts of Startup Investment TV and information on VC/CVCs that have appeared on the show. Please check it out if you want to learn more about VC/CVC beyond the videos. Startup Investment TV Library ▶︎ https://gazellecapital.vc/sttv-media/ ▼Message Form▼ Startup Investment TV welcomes messages from our viewers. Messages to members, questions and feedback on the show, topics you'd like us to cover—anything is welcome! We look forward to hearing from you! Send us a message ▶︎ https://gazellecapital.vc/sttv-media/... ▼Also available on various podcasts▼ If you usually listen to audio content, we also distribute content on the following services! We would be grateful if you would follow us! Spotify ▶︎ https://open.spotify.com/show/14Xjksp... Apple Podcasts ▶︎ https://apple.co/3JDKnhc Amazon Music ▶︎ https://amzn.to/45F8Paz -------------------------------------------------------------------- ◯Emi Kondo, Principal, Gazelle Capital Inc. X (Twitter) ▶︎ https://x.com/berkeleyemi_au Facebook ▶︎   / emi.kondo.0208   Born in Kyoto. One of twin sisters. Joined Micoworks Co., Ltd., a Series A startup at the time, as a member of their first graduating class. Dedicated myself to helping clients achieve their goals as a Customer Support (CS) professional. Subsequently, joined Gazelle Capital in July 2021. Aims to be a trusted VC for pre-seed and seed-stage entrepreneurs. -------------------------------------------------------------------- ◯Yusaku Sugiyama, Partner, AZX Professionals Group 2014: Graduated from Chuo University, Faculty of Law, Department of Law 2016: Graduated from Chuo University Law School Passed the bar exam; entered the Legal Training and Research Institute 2018: Joined AZX Professionals Group 2025: Appointed Partner, AZX Professionals Group ----------...