Home : About Us :commun-iT blog  

commun-iT blog

Are you investor/sale ready? Part 1 - IP and other goodies

Friday, June 22, 2012

If your end game is to interest an investor in your business or to sell your business, think about putting in place systems now to ensure you achieve the best possible outcome.
 
Successful sales don’t just happen.  As with many things in life, from passing an exam to baking a cake, preparation is everything!  Attention to detail will highlight your success not problems.  The earlier you get your affairs in order, the easier it will be to maintain your records and be investor/sale ready.
 
This 2 part blog looks at some of the issues you need to be thinking about now if you want to sell your business or take on an investor in the future.  This blog focuses on your most important assets – IP and confidential information.  The second blog is about record keeping - I see you yawning but it is important!

IP is the life blood

For most companies, especially those in the technology industry, intellectual property is the foundation of the value of the business. Your ability to show an audit trail of the creation of your IP could be critical to finding an investor or buyer or obtaining the best price. 

Some tips to track and protect your IP:

  • keep a register of all individuals (employees and contractors) involved in developing your IP and what specifically they have developed - an excel spreadsheet is better than nothing!
  • have watertight employment contracts
  • get all contractors to assign all IP they create to you in writing
  • obtain moral rights consents from all developers
  • if you incorporate licensed third party IP (including open source software), keep records of this and the licence agreements applicable
  • ensure that any third party licences allow you to commercialise your IP without restrictions
  • be aware of any restrictions on the use of the third party IP
  • record and register any trade marks you use to differentiate your products or services – make sure you check the availability of a trade mark before you use it to ensure you are not infringing.

Are your secrets safe?

  • make sure that any person accessing your IP, confidential or proprietary information (trade secrets) is under strict obligations of non-disclosure that are evidenced in writing.  Trying to put these in place retrospectively can be extremely problematic and sends a worrying signal to a potential investor/buyer 
  • only share company information with a potential investor/buyer once a non-disclosure or confidentiality agreement is in place
  • have a clear policy about the proper use of trade secrets and make sure your people are aware of it
  • clearly mark information “confidential” when it is
  • maintain strict controls over your trade secrets to ensure they are not accessed by unauthorised people or inadvertently disclosed.

Pym’s Technology Lawyers has assisted many companies with preparing for sale and capital raisings including doing due diligence, shareholders’ agreements and IP protection. 

Author: Peta Maloney, Director, Pym’s Technology Lawyers. A member of the Panel of Expert Bloggers on commun-iT and an expert on www.aiia.biz.
 
Disclaimer: This is general information only. It is not legal advice, and is not a substitute for legal advice. Specific advice should be sought to take into account your particular circumstances. Pym’s Technology Lawyers Pty Ltd is a specialist IT and commercial law firm. It has liability limited by a scheme approved under Professional Standards Legislation.

Trackback Link
http://www.communit.com.au/BlogRetrieve.aspx?BlogID=4468&PostID=300251&A=Trackback
Trackbacks
Post has no trackbacks.

Subscribe to the commun-iT blog RSS

 Recent Posts


Tags

unfair dismissal Professional Idemnity Australian Workplace Agreements fuel tax credits Fair Work Commission Michael Blumenstein Sham company tax selling your business employers Information gathering Benefits fraudulent refunds leave loading PAYG Win an iPad 2 indemnity IT capability directory Travel breach of employment contract Clerical and Administrative Employees (State) Award Fair Work Regulations 12 percent copyright Capability Study 2011 loans Discounted Deals enterprise agreement Consumer Law Tax rates Software Research and Development Tax, IT Contracts Law Insurance Advisernet Guide personal services income Superannuation Guarantee Australian Information Industry Assocation Tax Financial Planning Innovation Australia: AusIndustry Nick Stevens ASIC Free Basic Listing AIIA.biz superannuation Hotel Board of Taxation Tours Mike Pym Databases tax law term deposit Alex Bodnar Employment IP warranty against defects Maat Solutions Research and Development Tax Credit Software R&D Tax Panel of Expert Bloggers Supply Management Fee Payment Summaries ATO www.aiia.biz Treadstone Living Away from Home Allowance Advanced Findings Federal Court of Australia eServices award Matthew Karpanen Corporate and Commercial Law Independent distribution agreement David Scott Greg Tomkins National Employment Standards employment law AUSkey IT Law Gold Coast ICT Forum adverse action Contractor Fair Work Ombudsman withholding rates IT Professionals ITFGC Pym's Technology Lawyers Fair Work Act Government Grants restraint Research and Development Tax unpaid work dividends Survey data broker underpayment compliance IAAS AIIA government procurement employee industrial action Division 7A Compulsory Employer Superannuation open source R&D tax Credit IT Forum Gold Coast director duties confidentiality clause breach of implied terms Procure IT Regulation 90 natural disaster Balance Professional Services Peter Nolle Agreements Civil Aviation Regulations SME GST sick leave Fair Work Australia contractual obligations Confidential information Australian Business Register flood insurance Fringe Benefit Stevens and Associates employment agreements Peta Maloney Queensland State Government individuals ICT capability study Compliance Program employment contract Centennial Financial Services Insurance PAAS restraint of trade clause SAAS warranties managed services reseller Falsify termination small business owners IT Lawyer 2020 Contracting Greg Pearce patent moral right NES fines benchmarking small business discounted travel personal income tax ABN

Archive


    Our Expert Bloggers


    Mike Pym

    Mike is an entrepreneur and lawyer who leads two SMEs, one in the IT software industry, and a firm of lawyers specialising in IT law.


    Peta Maloney

    Company and commercial law, shareholder agreements, constitutions, directors’ duties, setting up companies, IT contracts, outsourcing, government procurement and privacy.

     
    Peter Nolle

    Government Grants from start up to export ready


    Alex Bodnar

    General insurance advisory for commercial & industrial risks, 
    Information Technology & Telecommunication exposures. 


    David Scott

    Investments, Superannuation,
    Life Insurance, Income Protection Insurance, Key Person Insurance, Debt Management, Gearing,
    Retirement Planning


    Mike Pym

    IT contracts, government procurement of IT, distribution agreements, outsourcing, contract management & dispute resolution.

     
    Nick Stevens

    Enterprise Agreements,
    Employment Contracts,
    Unfair Dismissal, EEO, 
    Workplace Surveillance & Privacy, OH&S

    Industry Associations

    fitt

    Contact

    Maat Solutions Pty Ltd
    Level 6, 60 Pitt Street
    Sydney NSW Australia

    T: +61 (02) 9247 9459
    F: +61 (02) 9247 9550













    Captcha Image