| School/Faculty/Institute | Faculty of Economics, Administrative and Social Sciences | |||||
| Course Code | BUS 332 | |||||
| Course Title in English | Start-up Law | |||||
| Course Title in Turkish | Girişimcilik Hukuku | |||||
| Language of Instruction | EN | |||||
| Type of Course | Ters-yüz öğrenme | |||||
| Level of Course | Orta | |||||
| Semester | Fall | |||||
| Contact Hours per Week |
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| Estimated Student Workload | 127 hours per semester | |||||
| Number of Credits | 5 ECTS | |||||
| Grading Mode | Standard Letter Grade | |||||
| Pre-requisites | None | |||||
| Co-requisites | None | |||||
| Expected Prior Knowledge | None | |||||
| Registration Restrictions | Only Undergraduate Students | |||||
| Overall Educational Objective | To acquire the ability to understand legal issues and potential solutions both during and prior to the initiation of a startup in today’s global business world together with the relevant applicable laws. | |||||
| Course Description | The course aims to develop a vision and understanding of the legal issues involved in starting an entrepreneurial venture with a focus on areas often overlooked or misunderstood by first-time founders. During the course, key areas to be explored include term sheets, legal structure and choice of entity, corporate maintenance, capitalization and dilution, transactions documents, founder/investor relationship issues including responsibility allocation and shareholders agreements; employee engagements and stock options, and intellectual property protection. To that end, the course will also place a strong emphasis on the investment exit strategies, pre-actions to be taken avoiding paying your lawyer a large sum to “clean-up a mess” and expectations of the investors to invest. |
Course Learning Outcomes and CompetencesUpon successful completion of the course, the learner is expected to be able to:1) comprehend the legal aspects of the investment procedures for entrepreneurs 2) understand the basic principles of laws particularly affecting venture operations 3) discover critical issues while reviewing, negotiating, and/or drafting transaction documents 4) summarize the different interests and legal mechanisms relating to ventures; 5) appreciate ethics and compliance rules involved in entrepreneurship ecosystem; 6) relate legal principles to economic, political and social circumstances that may arise in the venture business. |
| Program Learning Outcomes/Course Learning Outcomes | 1 | 2 | 3 | 4 | 5 | 6 |
|---|---|---|---|---|---|---|
| 1) Thorough knowledge of the major concepts, theoretical perspectives, empirical findings, and historical trends in psychology. | ||||||
| 2) Understanding of and ability to apply essential research methods in psychology, including research design, data analysis, and data interpretation. | ||||||
| 3) Competence to use critical and creative thinking, skeptical inquiry and a scientific approach to solving problems related to behavior and mental processes. | ||||||
| 4) Understanding and ability to apply psychological principles, skills and values in personal, social, and organizational contexts. | ||||||
| 5) Ability to weigh evidence, to tolerate ambiguity, and to reflect other values that underpin psychology as a discipline. | ||||||
| 6) Internalization and dissemination of professional ethical standards. | ||||||
| 7) Demonstration of competence in information technologies, and the ability to use computer and other technologies for purposes related to the pursuit of knowledge in psychology and the broader social sciences. | ||||||
| 8) Skills to communicate the knowledge of psychological science effectively, in a variety of formats, in both Turkish and in English (in English, at least CEFR B2 level). | ||||||
| 9) Recognition, understanding, and respect for the complexity of sociocultural and international diversity. | ||||||
| 10) Recognition for the need for, and the skills to pursue, lifelong learning, inquiry, and self-improvement. | ||||||
| 11) Ability to formulate critical hypotheses based on psychological theory and literature, and design studies to test those hypotheses. | ||||||
| 12) Ability to acquire knowledge independently, and to plan one’s own learning. | ||||||
| 13) Demonstration of advanced competence in the clarity and composition of written work and presentations. |
| N None | S Supportive | H Highly Related |
| Program Outcomes and Competences | Level | Assessed by | |
| 1) | Thorough knowledge of the major concepts, theoretical perspectives, empirical findings, and historical trends in psychology. | N | |
| 2) | Understanding of and ability to apply essential research methods in psychology, including research design, data analysis, and data interpretation. | N | |
| 3) | Competence to use critical and creative thinking, skeptical inquiry and a scientific approach to solving problems related to behavior and mental processes. | H | Exam,Homework,Derse Katılım |
| 4) | Understanding and ability to apply psychological principles, skills and values in personal, social, and organizational contexts. | N | |
| 5) | Ability to weigh evidence, to tolerate ambiguity, and to reflect other values that underpin psychology as a discipline. | N | |
| 6) | Internalization and dissemination of professional ethical standards. | N | |
| 7) | Demonstration of competence in information technologies, and the ability to use computer and other technologies for purposes related to the pursuit of knowledge in psychology and the broader social sciences. | N | |
| 8) | Skills to communicate the knowledge of psychological science effectively, in a variety of formats, in both Turkish and in English (in English, at least CEFR B2 level). | N | |
| 9) | Recognition, understanding, and respect for the complexity of sociocultural and international diversity. | S | Derse Katılım |
| 10) | Recognition for the need for, and the skills to pursue, lifelong learning, inquiry, and self-improvement. | S | Homework,Derse Katılım |
| 11) | Ability to formulate critical hypotheses based on psychological theory and literature, and design studies to test those hypotheses. | N | |
| 12) | Ability to acquire knowledge independently, and to plan one’s own learning. | S | Exam,Homework |
| 13) | Demonstration of advanced competence in the clarity and composition of written work and presentations. | H | Exam,Homework |
| Prepared by and Date | HANDE KARADAĞ , May 2023 |
| Course Coordinator | CEYHAN MUTLU |
| Semester | Fall |
| Name of Instructor | Öğr. Gör. BURCU ÖZSEVİNÇ |
| Week | Subject |
| 1) | • General Overview of Entrepreneurship Ecosystem o Introduction to Entrepreneurship o Term Sheet & Non-Disclosure Agreement: Content, Legal Nature and Binding |
| 2) | • Company Formation o When necessary? o Choice of entity o Structuring the incorporation documents |
| 3) | Individual Labor Law |
| 4) | Individual Labor Law |
| 5) | •Due Diligence on the Target Company o Corporate documents o Financing, Share Capital & Shareholders o Licenses & Compliance o Employment o Disputes & Cases o Real Property o Contracts o Information Technologies o Intellectual Property o Competition o Insurance o Other Issues |
| 6) | Midterm Test |
| 7) | • Drafting and Negotiating the Transaction Documents o Articles of Association o Shareholders’ Agreement o Share Subscription Agreement o Stock Option Agreement o Escrow Agreement o Board Resolutions o General Assembly Documents o Intellectual Property Transfer/Licensing Agreements |
| 8) | • Drafting and Negotiating the Transaction Documents o Articles of Association o Shareholders’ Agreement o Share Subscription Agreement o Stock Option Agreement o Escrow Agreement o Board Resolutions o General Assembly Documents o Intellectual Property Transfer/Licensing Agreements |
| 9) | • Interpretation of Contracts o Shareholders’ Agreement o Stock Option Agreement |
| 10) | • Interpretation of Contracts o Shareholders’ Agreement o Stock Option Agreement |
| 11) | • Signing o Just signatures? o Gathering all parties o Challenges to be resolved |
| 12) | • Application to Governmental Bodies & Closing Conditions o Competition Authority o Information and Communication Technologies Authority o Other relevant authorities o Fulfillment of the Conditions Precedent o Closing |
| 13) | • Cooperation between the Entrepreneurs and the Consultants o Necessity of the Consultants: Financial Advisor and Legal Advisor o How should work with the legal advisor? o Asking accurate questions at the right time • Expectations of Investors to Invest o Fundamental elements seeking by the investors pre-investment o Tips for pitching an entrepreneurial idea o Effective presentations |
| 14) | • Sharing Experiences o Stepping stone to learning from mistakes o Pitfalls on the way to create a successful venture o Suggestions to avoid failure o Exit strategies |
| 15) | Final Examination Period |
| 16) | Final Examination Period |
| Required/Recommended Readings | A reading list for this course will be provided to students during the semester. Other helpful readings (but not required) are as follows: • The Lean Startup – Eric Ries • Outliers – Malcolm Gladwell • Zero to One – Peter Thiel • The Hard Thing About Hard Things – Ben Horowitz • Mor İnek Farklılaştırarak İşinizi Dönüştürün – Seth Odin | |||||||||||||||
| Teaching Methods | This course was developed from an active and collaborative learning perception. The active learning perspective is based on collaborative, inquiry-based, student–centered approach for teaching, in which students are actively involved in their current knowledge accumulation. The course will cover basic terminology and theoretical structure together with the associated practical implications. The methods to be used are introduction to legal concepts in general, case studies and in-class discussions. | |||||||||||||||
| Homework and Projects | None | |||||||||||||||
| Laboratory Work | None | |||||||||||||||
| Computer Use | Personal Notebook | |||||||||||||||
| Other Activities | None | |||||||||||||||
| Assessment Methods |
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| Course Administration |
ozsevincb@mef.edu.tr The instructor may act as facilitator for class/group discussions and observe how each student contributes / adds value to the discussed topic. The topic may either cover previous material or assigned new material from videos and book chapters. Homework, if assigned, must be submitted on time and in the requested format. Late submission will not be accepted. This is a flipped course where each student is expected to read assigned material and watch videos in advance, follow class and Blackboard, and actively participate. If you are sick on the day of the exam you need to submit a legitimate doctor’s report explicitly stating that your excuse prevents you from taking the exam in line with university regulations. Academic dishonesty and plagiarism will be subject to the YÖK disciplinary regulation. |
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| Activity | No/Weeks | Hours | Calculation | ||||
| No/Weeks per Semester | Preparing for the Activity | Spent in the Activity Itself | Completing the Activity Requirements | ||||
| Course Hours | 14 | 2 | 3 | 1 | 84 | ||
| Presentations / Seminar | 3 | 8 | 3 | 33 | |||
| Final Examination | 1 | 8 | 2 | 10 | |||
| Total Workload | 127 | ||||||
| Total Workload/25 | 5.1 | ||||||
| ECTS | 5 | ||||||