Information Package / Course Catalogue
| Business Administration | |||||
| Bachelor | Length of the Programme: 4 | Number of Credits: 240 | TR-NQF-HE: Level 6 | QF-EHEA: First Cycle | EQF: Level 6 |
Ders Genel Tanıtım Bilgileri
| School/Faculty/Institute | Faculty of Econ., Admin. 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 | Flipped Classroom | |||||
| Level of Course | Intermediate | |||||
| 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 | |||||
| Expected Prior Knowledge | None | |||||
| Co-requisites | 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 Description in Turkish | Bu ders girişimciliğe başlarken hukuki konular hakkında ilk defa kurucu tarafında yer alanlar tarafından gözardı edilen veya yanlış anlaşılan alanlara ilişkin bir vizyon ve kavrayış geliştirmeyi amaçlamaktadır. Ders süresince tetkik edilecek temel konular term sheet, şirket seçimi ve hukuki yapısı, şirketin idaresi, sermaye ve sulandırma, işlem dökümanları, sorumluluğun dağılması ve hissedar sözleşmeleri dahil kurucu/yatırımcı ilişkilerine dair konular, çalışanların iş sözleşmeleri ve hisse opsiyonları ile fikri mülkiyet koruması şeklindedir. Bu amaçla, ders ayrıca yatırımdan çıkış stratejileri, avukata “karışıklığın giderilmesi” için yüklü ödeme yapmak zorunda kalmamak adına yapılması gereken ön işlemler ve yatırımcıların yatırım yapmak için beklentileri üzerinde yoğun olarak durulacaktır. |
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) Has a broad foundation and intellectual awareness with exposure to mathematics, history, economics, and social sciences | ||||||
| 2) Demonstrates knowledge and skills in different functional areas of business (accounting, finance, operations, marketing, strategy, and organization) and an understanding of their interactions within various industry sectors | ||||||
| 3) Applies theoretical knowledge as well as creative, analytical, and critical thinking to manage complex technical or professional activities or projects | ||||||
| 4) Exhibits an understanding of global, environmental, economic, legal, and regulatory contexts for business sustainability | ||||||
| 5) Demonstrates individual and professional ethical behavior and social responsibility | ||||||
| 6) Demonstrates responsiveness to ethnic, cultural, and gender diversity values and issues | ||||||
| 7) Uses written and spoken English effectively (at least CEFR B2 level) to communicate information, ideas, problems, and solutions | ||||||
| 8) Demonstrates skills in data and information acquisition, analysis, interpretation, and reporting | ||||||
| 9) Displays computer proficiency to support problem solving and decision-making | ||||||
| 10) Demonstrates teamwork, leadership, and entrepreneurial skills | ||||||
| 11) Displays learning skills necessary for further study with a high degree of autonomy |
Relation to Program Outcomes and Competences
| N None | S Supportive | H Highly Related |
| Program Outcomes and Competences | Level | Assessed by | |
| 1) | Has a broad foundation and intellectual awareness with exposure to mathematics, history, economics, and social sciences | S | Exam |
| 2) | Demonstrates knowledge and skills in different functional areas of business (accounting, finance, operations, marketing, strategy, and organization) and an understanding of their interactions within various industry sectors | H | Exam |
| 3) | Applies theoretical knowledge as well as creative, analytical, and critical thinking to manage complex technical or professional activities or projects | H | Exam |
| 4) | Exhibits an understanding of global, environmental, economic, legal, and regulatory contexts for business sustainability | H | Exam |
| 5) | Demonstrates individual and professional ethical behavior and social responsibility | H | Exam |
| 6) | Demonstrates responsiveness to ethnic, cultural, and gender diversity values and issues | S | Exam |
| 7) | Uses written and spoken English effectively (at least CEFR B2 level) to communicate information, ideas, problems, and solutions | H | Exam |
| 8) | Demonstrates skills in data and information acquisition, analysis, interpretation, and reporting | H | Exam |
| 9) | Displays computer proficiency to support problem solving and decision-making | N | Exam |
| 10) | Demonstrates teamwork, leadership, and entrepreneurial skills | H | Exam |
| 11) | Displays learning skills necessary for further study with a high degree of autonomy | S | Exam |
| Prepared by and Date | BURCU ÖZSEVİNÇ , May 2023 |
| Course Coordinator | CEYHAN MUTLU |
| Semester | Fall |
| Name of Instructor | Öğr. Gör. BURCU ÖZSEVİNÇ |
Course Contents
| 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 Computers | |||||||||||||||
| Other Activities | None | |||||||||||||||
| Assessment Methods |
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| Course Administration |
ozsevincb@mef.edu.tr Students are always free and encouraged to give feedback and ask questions about the course via e-mail to the instructor ( ozsevincb@mef.edu.tr ). In this course, collaborative learning approach is one of the key principles for gaining knowledge, considering that questioning and discussion are the effective methods for information transfer. Therefore, active student participation in class discussions plays an important role for the grading. Students are expected to attend all sessions and be in class on time. When they cannot attend due to an emergency, they should inform the instructor by e-mail. Cheating and plagiarism related actions are deemed unacceptable under any circumstances, therefore, all individual assignments must be completed by the student himself/herself. Mutual interaction and feedback are always valuable for designing a course promoting significant learning, students are always welcome to ask questions and send e-mails relating to the course related issues. |
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ECTS Student Workload Estimation
| 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 | ||||||