Organizational founder

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An organizational founder is a person who has undertaken some or all of the formational work needed to create a new organization, whether it is a business, a charitable organization, a governing body, a school, a group of entertainers, or any other type of organization. If there are multiple founders, each can be referred to as a co-founder. If the organization is a business, the founder is usually an entrepreneur. If an organization is created to carry out charitable work, the founder is generally considered a philanthropist.

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Issues arising from the role

A number of specific issues have been identified in connection with the role of the founder. The founder of an organization might be so closely identified with that organization, or so heavily involved in its operations, that the organization can struggle to exist without the founder's presence. [1] "One practical way to cope with overreliance on a founder is to distribute management duties so that others are clearly responsible for important operations. If the founder is on the nonprofit's board, part of the solution is to make sure that the board is diverse, balanced, and regularly infused with new blood". [1]

The language of securities regulation in the United States considers co-founders to be "promoters" under Regulation D. The U.S. Securities and Exchange Commission's definition of "Promoter" includes: (i) Any person who, acting alone or in conjunction with one or more other persons, directly or indirectly takes initiative in founding and organizing the business or enterprise of an issuer; [2] however, not every promoter is a co-founder. In fact, there is no formal, legal definition of what makes someone a co-founder. [3] [4] The right to call oneself a co-founder can be established through an agreement with one's fellow co-founders or with permission of the board of directors, investors, or shareholders of a startup company. When there is no definitive agreement, like a shareholders' agreement, disputes about who the co-founders are, can arise.

Founder emeritus

Some organizations maintain a connection with their founder by establishing a position of founder emeritus , either as an entirely symbolic post, or as a position with some power, such as a permanent position on the board of directors. A drawback to such an arrangement is the possibility that the founder will clash with the person who has replaced them as leader of the organization, and that such a conflict will affect the performance of the founder emeritus as a board member. [5]

Founder's dilemma

In some instances, the desire of the founder to maintain control over the organization becomes a problem because, when an entrepreneurial organization is successful, "[i]t outgrows the ability of the founder, or even of a small team around the founder, to control". [6] The Harvard Business Review identified this problem as the founder's dilemma, noting that in most successful companies, the founder is pushed out of control by investors within the first few years after the formation of the company. [7] In some cases, a company may have multiple founders, and a prominent source of conflict can be disagreements between these founders as the company evolves. [8] Efforts must be made to balance the responsibilities of each so that no one founding member feels involuntarily diminished in their role relative to the others.

Forgotten founder

Another problem that can arise is that of the forgotten founder, a person who participates early on in the formation of an enterprise, but leaves or is ousted before it achieves success, and then returns to claim a legal right to equity, intellectual property, or some other fruits of that success. [9] To avoid this problem, it is advised that the entity "incorporate early and issue shares that are subject to vesting over time". [9]

See also

Related Research Articles

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A board of directors is an executive committee that jointly supervise the activities of an organization, which can be either a for-profit or a nonprofit organization such as a business, nonprofit organization, or a government agency.

Business Organization undertaking commercial, industrial, or professional activity

Business is the activity of making one's living or making money by producing or buying and selling products. Simply put, it is "any activity or enterprise entered into for profit."

A startup or start-up is a company or project undertaken by an entrepreneur to seek, develop, and validate a scalable business model. While entrepreneurship refers to all new businesses, including self-employment and businesses that never intend to become registered, startups refer to new businesses that intend to grow large beyond the solo founder. At the beginning, startups face high uncertainty and have high rates of failure, but a minority of them do go on to be successful and influential. Some startups become unicorns; that is privately held startup companies valued at over US$1 billion.

A nonprofit organization (NPO), also known as a non-business entity, not-for-profit organization, or nonprofit institution, is a legal entity organized and operated for a collective, public or social benefit, in contrast with an entity that operates as a business aiming to generate a profit for its owners. A nonprofit is subject to the non-distribution constraint: any revenues that exceed expenses must be committed to the organization's purpose, not taken by private parties. A wide array of organizations are nonprofit, including most political organizations, schools, business associations, churches, social clubs, and consumer cooperatives. Nonprofit entities generally seek approval from governments to be tax-exempt, and some may also qualify to receive tax-deductible contributions, but an entity may incorporate as a nonprofit entity without securing tax-exempt status.

Corporate governance is the collection of mechanisms, processes and relations used by various parties to control and to operate a corporation. Governance structures and principles identify the distribution of rights and responsibilities among different participants in the corporation and include the rules and procedures for making decisions in corporate affairs. Corporate governance is necessary because of the possibility of conflicts of interests between stakeholders, primarily between shareholders and upper management or among shareholders.

Joint-stock company Business entity which is owned by shareholders

A joint-stock company is a business entity in which shares of the company's stock can be bought and sold by shareholders. Each shareholder owns company stock in proportion, evidenced by their shares. Shareholders are able to transfer their shares to others without any effects to the continued existence of the company.

A joint venture (JV) is a business entity created by two or more parties, generally characterized by shared ownership, shared returns and risks, and shared governance. Companies typically pursue joint ventures for one of four reasons: to access a new market, particularly emerging markets; to gain scale efficiencies by combining assets and operations; to share risk for major investments or projects; or to access skills and capabilities. Work by Reuer and Leiblein challenged the claim that joint ventures minimize downside risk.

A foundation is a category of nonprofit organization or charitable trust that typically provides funding and support for other charitable organizations through grants, but may also engage directly in charitable activities. Foundations include public charitable foundations, such as community foundations, and private foundation, which are typically endowed by an individual or family. However, the term "foundation" may also be used by organizations that are not involved in public grantmaking.

Corporate law Body of law that applies to the rights, relations, and conduct of persons, companies, organizations and businesses

Corporate law is the body of law governing the rights, relations, and conduct of persons, companies, organizations and businesses. The term refers to the legal practice of law relating to corporations, or to the theory of corporations. Corporate law often describes the law relating to matters which derive directly from the life-cycle of a corporation. It thus encompasses the formation, funding, governance, and death of a corporation.

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Founder's syndrome is the difficulty faced by organizations, and in particular young companies such as start-ups, where one or more founders maintain disproportionate power and influence following the effective initial establishment of the organization, leading to a wide range of problems. The syndrome occurs in both non-profit and for-profit organizations or companies.

A social enterprise is an organization that applies commercial strategies to maximize improvements in financial, social and environmental well-being—this may include maximizing social impact alongside profits for co-owners.

Articles of association

In corporate governance, a company's articles of association is a document which, along with the memorandum of association form the company's constitution, and defines the responsibilities of the directors, the kind of business to be undertaken, and the means by which the shareholders exert control over the board of directors.

A corporate promoter is a firm or person who does the preliminary work related to the formation of a company, including its promotion, incorporation, and flotation, and solicits people to invest money in the company, usually when it is being formed. An investment banker, an underwriter, or a stock promoter may, wholly or in part, perform the role of a promoter. Promoters generally owe a duty of utmost good faith, so as to not mislead any potential investors, and disclose all material facts about the company's business. An earlier term for such a person is projector.

Laws regulating nonprofit organizations, nonprofit corporations, non-governmental organizations, and voluntary associations vary in different jurisdictions.

Company Association or collection of individuals

A company, abbreviated as co., is a legal entity representing an association of people, whether natural, legal or a mixture of both, with a specific objective. Company members share a common purpose and unite to achieve specific, declared goals. Companies take various forms, such as:

A shareholders' agreement (SHA) is an agreement amongst the shareholders or members of a company. In practical effect, it is analogous to a partnership agreement. It can be said that some jurisdictions fail to give a proper definition to the concept of shareholders' agreement, however particular consequences of this agreements are defined so far. There are advantages of the shareholder's agreement; to be specific, it helps the corporate entity to maintain the absence of publicity and keep the confidentiality. Nonetheless, there are also some disadvantages that should be considered, such as the limited effect to the third parties and alternation of the stipulated articles can be time consuming.

The following outline is provided as an overview of and topical guide to management:

Jumpstart Our Business Startups Act

The Jumpstart Our Business Startups Act, or JOBS Act, is a law intended to encourage funding of small businesses in the United States by easing many of the country's securities regulations. It passed with bipartisan support, and was signed into law by President Barack Obama on April 5, 2012. Title III, also known as the CROWDFUND Act, has drawn the most public attention because it creates a way for companies to use crowdfunding to issue securities, something that was not previously permitted. Title II went into effect on September 23, 2013. On October 30, 2015, the SEC adopted final rules allowing Title III equity crowdfunding. These rules went into effect on May 16, 2016. Other titles of the Act had previously become effective in the years since the Act's passage.

References

  1. 1 2 Pakroo, Peri (2015). Starting & Building a Nonprofit: A Practical Guide (6th ed.). Berkeley, Calif: Nolo. p. 87. ISBN   978-1413320886.
  2. Securities and Exchange Commission (September 12, 2008), "Guide to Definitions of Terms Used in Form D", SEC.GOV, retrieved July 1, 2014
  3. Lora Kolodny (April 30, 2013). "The Other Credit Crisis: Naming Co-Founders". Wall Street Journal. Retrieved July 1, 2014.
  4. Katie Fehrenbacher (June 14, 2009). "Tesla Lawsuit: The Incredible Importance of Being a Founder". Giga Om. Retrieved July 1, 2014.
  5. Atkins, Betsy (2019). Be Board Ready: The Secrets to Landing a Board Seat and Being a Great Director. NEWTYPE Publishing. p. 84. ISBN   978-1949709339.
  6. White, Colin (2004). Strategic Management. Basingstoke, Hampshire: Palgrave Macmillan. p. 445. ISBN   9781403904003.
  7. Noam T. Wasserman, "The Founder's Dilemma", Harvard Business Review (February 2008).
  8. Shah, Dharmesh (2019) [2010]. "Avoid Co-Founder Conflict". In Cohen, David; Feld, Brad (eds.). Do More Faster: Techstars Lessons to Accelerate Your Startup. Hoboken, New Jersey: John Wiley & Sons. p. 67. ISBN   9781119583288.
  9. 1 2 Constance E. Bagley, Managers and the Legal Environment: Strategies for the 21st Century (2012), p. 650.