Startup management coaching to do business together and conquer the market

We believe that talent is indispensable to turn one’s ideas into market realities, but we are above all great advocates of commitment. Accelerate your talent and your team’s potential in an inspiring environment, surrounded by like-minded people with the boost you need to conquer the market.

Managerial Accompaniment

• Start up establishment
• Pitch
• Business Model
• Business plan
• Start up evaluation
• Corporate Support: Bylaws & Covenants
• Support for crowfunding campaigns

Start up establishment

The Start up Advisor, is a strategic designer, who defines the ideal organizational and economic structure for the business development of the enterprise. The establishment of the Innovative Start up is the result of a corporate design that includes verification of the requirements, drafting of the Memorandum of Association, drafting of the Articles of Association, Shareholders’ Agreements, and Minutes of Share Capital Increase with the application of specific clauses for investors and workers.

In addition, the corporate design of incorporation and modification of the start up must take into account the possibility of participation in Crowdfunding and University Spin offs, providing that:

• The issuer’s articles of association and memorandum of association must provide, pursuant to Art. 24 of the Consob Regulations, the retention of the subscribed stake at least 3 years after the conclusion of the offer, the right of withdrawal, or the right of co-sale of one’s shareholding (In the event that the majority shareholder sells its stake, the clause allows minority shareholders to sell their stake on the same terms as agreed with the buyer, thus exploiting the majority shareholder’s bargaining power).
• The Bylaws must provide for the possibility of becoming a University Spin Off by providing for property and administrative rights in line with the University Regulations;
• In the case of Crowdfunding presentation, Investor Disclosure in accordance with the Regulations, Annex 3, must be provided. 5% of the funding must be subscribed by qualified investors (3% if the company has audited financial statements/if consolidated for at least 2 years)

The establishment of the innovative start-up until March 31, 2021 in Italy could be established directly in the Chamber of Commerce in addition to the alternative of notary support.

The Council of State has ruled that the incorporation procedures with online procedure provided by the Chambers of Commerce in implementation of Articles 24 and 25 of the CAD (Code of Digital Administration Legislative Decree No. 82 of March 7, 2005) can no longer be applied at present, unless new provisions are made.

Pitch

We support the start-up in preparing the Elevator pitch, with the goal of communicating a business idea to an audience of possible investors to capture their attention in a short time (in the time of an elevator ride). In pitching you have to be concise and precise, get straight to the point, be convincing. The pattern of your pitch will look like this:

1. Project presentation
2. the problem we want to solve: the market, segments, competitors, supplier customers, direct indirect potential competitors, swot analisys;
3. la solution;
4. Value proposition
5. Technology and protection;
6. Business Model;
7. Strategy;
8. Plans;
9. Team;
10. Financial

Call to action – Why us?

Business model

The Business Model helps the Entrepreneur who needs to clarify the direction of development, to design their business model.

The business model, also called the business model, describes the logic by which an organization creates, distributes and collects value. In other words, it is the set of organizational and strategic solutions through which the enterprise gains a competitive advantage.

The business model is ‘architecture of the configuration of the enterprise by which we describe the information and material flows that will be exchanged between the various components (internal and external to the boundaries of the organization), in the constant quest to create cohesion among the components. The elements that make up the graphic template are usually nine:

1. Customer Segments
2. Value proposition
3. Channels
4. Customer relations
5. Revenue streams
6. Key Resources
7. Key Activities
8. Cost structure, which the company will have to incur in order to start its business.

Business Plan

The Business Plan is the strategic planning tool helps the entrepreneur to have an analytical roadmap of the business development project, with the intention of assessing its feasibility both in relation to the business structure and the context in which the company will operate, identifying the possible impacts on the main business choices and its economic and financial results.

The business plan fulfills a dual function, both internally, as it performs the task of directing decisions within the company for the coordinated preparation of the idea and its implementation, but also externally, given the objective of presenting the project to third parties (associates or partners, lenders, institutional bodies, suppliers).

The essential elements are:

• Presentation of the enterprise: Idea, governance and Skills of the proposing parties
• Context Analysis: Markets, Competitors, Suppliers,
• Product/Service
• Swot Analisys
• Business strategy and policies
• Enterprise Plans
  • Procurement
  • Production
  • Logistics
  • Investment Plan
  • The elements of the marketing mix:
• Product/Service
• Price
• Distribution
• Sale
• Communication
• Promotion
• Economic Financial Plan and Budgeting

Start up evaluation

Valuations applicable to Companies, Start-ups, Business Branches, Business Assets, is conducted using alternative methods

Where the Company has already filed three financial statements, traditional methods can be used:

• Valuation by capital methods;
• Valuation by income methods;
• Mixed methods valuation, DCF: the financial method
• Valuation by method of multiples;

Where the company is a start-up the alternative methods are Quantitative:

• The Venture Capital Method;
• First Chicago Model;
• The real options method;
• The EVA method: Economic Value Added;

In the case of start-ups, the qualitative methods are:

• The Berkus Method;
• ScoreCard Method;
• Risk Factor Summation method.

Corporate Support: Startup Articles of Incorporation and Minutes of CS Increase

The Start up Advisor, is a strategic designer, who from the time of incorporation defines the articles of incorporation, the drafting of the Articles of Incorporation, the Shareholders’ Agreements, the Minutes of Share Capital Increase with the application of specific clauses for investors and workers.

In addition, the corporate design of incorporation and modification of the start up must take into account the possibility of participation in Crowdfunding and University Spin offs, providing that:

• The issuer’s articles of association and memorandum of association must provide, pursuant to Art. 24 of the Consob Regulations, the retention of the subscribed shareholding at least 3 years after the conclusion of the offer, the right of withdrawal, or the right to co-sell one’s shareholdings (tag along), or the obligation to co-sell (drag along). In the event that the majority shareholder sells his or her stake, the clause allows minority shareholders to sell their shares on the same terms agreed with the buyer, thus exploiting the bargaining strength of the majority shareholder.
• The Bylaws must provide for the possibility of becoming a University Spin Off by providing for property and administrative rights in line with the University Regulations;
• In the case of Crowdfunding presentation, Investor Disclosure in accordance with the Regulations, Annex 3, must be provided. 5% of the funding must be subscribed by qualified investors (3% if the company has audited financial statements/if consolidated for at least 2 years)

The start-up in the fundraising stage through Seed, Business Angel, Venture Capital, Investment Funds, Crowdfunding, will have to enter into agreements through an investment contract that includes clauses regulating corporate relations.

To this end, we support the company in drafting the Minutes of Share Capital Increase, Articles of Association for Start-ups and Innovative SMEs by providing tailor-made:

• Work for equity clause
• Demand right clause
• Preemption clauses
• Co-sale and drag clauses (dag and tag along);
• Squeeze out clause
• The option contract
• Clauses limiting the dilution of participation
• The liquidation preference
• Pay to play clauses
• Special rights of members

Support for crowfunding campaigns

We present Innovative Start ups and SMEs that want to raise funds in Crowdfunding, either in the form of equity or lending financing, through specialized support including:

• Defining corporate structure;
• Planning for future operations
  • Swot Analisys
  • Hawthorn
  • Pich, Business Plan etc.
  • Determining the minimum investment amount
  • Prepare bylaws and articles of incorporation (retention of equity for at least 3 years, right of withdrawal, /clauses of co-sale (tag along, drag along).
• Choice of bidding type-“all or nothing” (or threshold model), “keep it all” (or flexible funding)
• Pre-money assessment
• Disclosure documents of the crowdfunding tender offer All. 3 Consob

Edited by Fernando Del Rosso – Strategic Advisor and Ceo of Fare-impresa.it

Contact us
WWW.DOING-BUSINESS.CO.UK
Business Computing Innovation srl Registered Office: Pisa Avenue no. 45 Milan
Southern Italy Headquarters: Via E. Ruggiero 123 Caserta
E-mail: innova@fare-impresa.it;
Phone: Tel. and Fax: 0287178916 – 0823.210474
SOCIAL: Whatsapp: 388 536706
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