COLLABORATION MODEL
SCORING AND RECOMMENDATIONS

Scoring

Weight

How to ensure Success and Mitigate Risk

Strategic

Shared objectives

Establish a mutually beneficial arrangement consisting of a well-articulated future business relationship with alignment of entrepreneurs and venture capital investors to accelerate growth through a capital injection and generate high investment returns for all stakeholders

Clearly defined collaboration scope

Design, negotiate and agree fair and balanced funding terms with a limited 5 to 7 years investment and exit horizon, permitting the entrepreneurs and other stakeholders to grow the business during such period

Freedom to operate

Structure acceptable level of VC control over the scope and funding of the business of the startup, taking into account that financial investors will typically not restrict a startup’s freedom other than in respect of a material change of the scope of business

Risk sharing

Take a balanced approach to venture capital investments, with appropriate risk allocation between entrepreneurs and employees on the one hand and the venture capital providers on the other hand

Worst Case planning

Build strong interpersonal ties and trust between all stakeholders, taking into account that veto rights and leaver arrangements are imperfect solutions to deal with disagreements and other disputes between venture capital investors, entrepreneurs and senior management

Senior Executive Support

Ensure senior executive support from all stakeholders by ensuring that the key decisionmakers are represented in the appropriate governance structures to ensure swift and efficient alignment and decision making

Business

Business Value proposition

Accelerate growth through a venture capital injection and generate high investment returns for all shareholders of the startup

Due diligence

Perform adequate diligence on the reputation of the venture capital investors through reference checks with other portfolio companies of the investor

Prepare extensively for due diligence to be performed by a venture capital firm prior to making the investment

Optimal legal/ business structure

Design, structure and negotiate the Investment and shareholders’ agreement and other customary transaction documentation, determining rights and obligations of venture capital investors, entrepreneurs and other shareholders in respect of the capital structure and governance of the startup

Partnering metrics

Think through and design fair and appropriate financial terms for all stakeholders ensuring alignment and motivation to generate high investment returns, which is the key metric to measure success of venture capital investments

Rewards/ penalties

Avoid unbalanced arrangements which do not appropriately allocate risk between the stakeholders as investors and entrepreneurs are strongly inter-dependent in the short and long term

Operational

Decision-making processes

Design and negotiate appropriate governance changes and mechanisms due to the entry of one or more venture capital investors, giving a certain level of supervisory control to the venture capital investors while at the same time not stifling or inhibiting entrepreneurship

Communication

Ensure continuous and transparent communication by senior management to investors on the state and evolution of the business to generate long-term trust and efficient decision-making

Quality checkpoints and review

Except in the event of milestone-based funding arrangements (typical in the life science sector), take into account relatively few quality checkpoints other than mandatory decision-making procedures and timely communication on potential issues

Change management

Ensure fair and balanced veto rights for venture capital investors and good leaver/bad leaver termination rights, with the exercise of such rights only to be used as last resort in view of their likely value destroying effect

Issue Escalation Mechanisms

Ensure efficient issue escalation mechanisms to deal with fundamental disagreements between entrepreneurs and investors, or between investors, which often lead to an exit of the founders or a sale of the startup

Cultural

Collaborative mindset

Take a balanced approach to venture capital investments to ensure a collaborative mindset, with appropriate risk allocation between entrepreneurs and employees on the one hand, and the venture capital providers on the other hand

Dedicated alliance managers

Ensure in a venture capital context that key decision makers of most important stakeholders are represented in the appropriate governance levels to ensure swift and efficient alignment and decision making

Joint decision-making processes

Design and negotiate sophisticated governance arrangements to ensure decisions take into account the interests of all stakeholders, with a certain level of control combined with sufficient freedom to ensure agile entrepreneurship

Appropriate incentives

Take into account the interests of investors, entrepreneurs and other insiders when designing checks and balances from a risk allocation and governance to ensure alignment in good and bad times