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The first Berkeley “Social Enterprise Law Symposium” took place in the first week of April 2014. The Boalt Social Enterprise Group (a student organization of UC Berkeley School of Law) and the Impact Law Forum hosted the insightful event to take a closer look at financing & exits for social enterprises. The event comprised of two panel discussions and surveyed the finance and legal structures for social enterprises from startup stages to scale– focusing more on scalable social enterprises backed by foundation or grant funding.Scroll down below for links to watch videos of the sessions.From the perspective of covering social enterprise law in various posts on Innov8Social about the introduction and passage of benefit corporation legislation in California and beyond; hybrid corporate forms including L3C, CA flexible purpose corporation, and others; the merit of tandem structures (i.e. for-profit + nonprofit combinations); potential of crowdfunding for equity; and impact financing possibilities and constraints—-the panel talks validated some overall trends that have been emerging and brought to light interesting nuances by active legal practitioners in the space, social entrepreneurs, funders, returns-focused venture capital, and policy experts.

Below is a photo essay from the talk, along with a few notes about notable quotes and points raised. You can also read literature handed out at the Symposium on the Impact Law Forum website.

Attorney Gene Takagi also posted about about the session in his blog post, “Financing Social Enterprises: From Start-up Through Exit”.

Social Enterprise Law Symposium

The panel talks afforded legal practitioners continuing legal education credit and brought together a diverse group of individuals engaged or curious about the social enterprise space.

Panel 1: Early Stage Financing and Mission Preservation

Social Enterprise Law Symposium

Panel 1 included (from the left): Rick Moss (Founder and Managing Director of Better Ventures); Ayesha Wagle (President of KOMAZA, a social enterprise); Will Fitzpatrick (General Counsel and Secretary of the Board of Omidyar Network); and Susan Mac Cormac (Partner at Morrison & Foerester’s Clean Technology Group & PRivate Equity and Venture Investment Practice, and Co-Chair of the Working Group for the Flexible Purpose Corporation). The panel discussion was moderated by Berkeley law student, Jen Barnette (extreme right)

 

Social Enterprise Law Symposium
To put the social enterprise sector into context, Susan Mac Cormac (center) noted that social enterprises represent less than 1% of the total capital market. She also framed the stage of development and reporting of the infrastructure for social enterprises, in her reflection that “if hybrid structures are in the the ‘1st grade’ of development, impact measurement is in ‘kindergarten.'”
In addressing his perspective on hybrid legal structures, Will Fitzpatrick (left in photo) of Omidyar referenced a quote by famous Silicon Valley venture capitalist Marc Andreesen, likening hybrid structures to a “houseboat” because, in Andreesen’s view, “they are neither a good house, nor a good boat.” He also emphasized the weight Omidyar Network places on the scalability of the social enterprises and nonprofits it funds and supports.
Moderator Jen Barnette (right) covered questions surround legal structure options as well as ways social enterprises can avoid “mission drift” and the impact of legal structures and channels of funding.
Social Enterprise Law Symposium
Ayesha Wagle (right) discussed the emerging view of social enterprises as a new asset class in investing. She also reflected on social enterprises pursuing funding, noting the importance of choosing funding types wisely, based on risk tolerance and ability to bear debt or give equity.
Rick Moss (left) brought up an interesting point that his venture fund prefers social enterprises to come in for funding with no legal form rather than an overly-complex of “bad” legal structure.


Social Enterprise Law Symposium
Social Enterprise Law Symposium

 

Panel 2: Exits

 

Social Enterprise Law Symposium

Panel 2 included (from the left) Mark Perutz (partner at DBL Investors & Board member of Revolution Foods); Kendall Baker (CFO at Revolution Foods); Jan Piotrowski (Head of Venture Coverage at Credit Suisse); and Eric Talley (Berkeley Law professor and co-director of Berkeley Center for Law, Business, and the Economy). The panel was moderated by Berkeley JD/MBA candidate, Libby Hadzima.

Social Enterprise Law Symposium
Jan Piotrowski (left) noted that while we haven’t seen big exits in the social enterprise space yet, the time is coming.
Professor Eric Tully (center) expanded on the case of Ben & Jerry’s as a “zeitgeist” of social enterprise M&A and expanded on the implications of the legal case Revlon and “teeth” that new legal structure provide in preserving a social enterprise’s mission in exists.
Moderator Libby Hadzima (right) posed questions framing typical exits for social enterprises, what venture capital firms seek when engaging with social enterprises, and ways social enterprises can pursue mission even in exit scenarios.

 

Social Enterprise Law Symposium

Mark Perutz (left) emphasized that DBL Investors seeks big returns so as to be making “absolutely no sacrifice on financial return” when investing in social enterprises.


Kendall Baker (right) shared Revolution Foods’ mission to become the first mission-based company to go public and expounded on the “halo effect” of health/wellness companies trading higher than companies not dedicated to those goals in similarly situated companies in their class. (i.e. Annie’s brand).

 

Social Enterprise Law Symposium

 

Reception

After the panel discussions, speakers and attendees gathered on the patio—continuing conversations and sharing insights from diverse perspectives and experiences in the social enterprise space.

Social Enterprise Law Symposium

 

Social Enterprise Law Symposium

 

Social enterprise Law Symposium 2014

Watch the Videos

PANEL 1: EARLY-STAGE FINANCING & MISSION PRESERVATION
PANEL 2: EXIT

Attorney Zoe Hunton, shares something in common with many of her social entrepreneur clients. Not only is she their attorney, but she is a fellow entrepreneur as well. It wasn’t always that way, after completing her undergraduate studies at Brown, attending law school at University of California, Davis, and clearing the California bar exam, Zoe took the fairly-traveled path of accepting a role at a law firm.However, after a persistent sense that her job didn’t mirror her core values, she took a detour.

Meet Zoe Hunton

Zoe left the firm and started her own solo practice, Hunton Law,  specifically focused on social enterprise and nonprofit law.

photo adapted from Full Circle Fund image here: goo.gl/UQ86a2

photo adapted from Full Circle Fund image
here: goo.gl/UQ86a2

It was a bold decision for a newly-minted attorney to devote her practice to a still-emerging space. In doing so, she has had to adopt the mindset of an impact-minded entrepreneur—in addition to understanding their legal needs.

With a renewed sense of purpose and alignment with her personal values, she is not only making her decision work—but is also contributing to creating an ecosystem within the social enterprise law space through her efforts outside of her practice.

In 2012, Zoe and Natalia Thurston (audio interview here) launched the Impact Law Forum (ILF) in the SF Bay area.

Innov8Social has covered interesting ILF events in the past including a brainstorming session at StartX led by the founders of LawGives, and a talk on human-centered design in law by the General Counsel of IDEO.org.

Listen to Zoe’s Interview

Innov8social had a chance to catch up with Zoe to ask her about her experience being a solo practice attorney and the (nonlinear) path that led her to the space. The interview explores trends that Zoe has noticed with the various company formation options social enterprises have in California and her advice for legal professionals and law students looking for a spot at the social enterprise table.

Impact law forum 1/2013 (1)Impact Law Forum (ILF), a San Francisco Bay area social enterprise law practice group, held its latest meeting in Silicon Valley this past week.

Impact Law Forum’s 3rd Meeting

On Thursday evening, January 24th 2012, a group of over a dozen legal minds spanning backgrounds in entrepreneurship law, public health policy, environmental law, solo practice, non-profit law, corporate counsel, and social enterprise law filled a cozy room in the StartX offices in Palo Alto.

Held at StartX, a Stanford Initiative

StartX, run by Stanford University, is an innovative accelerator program for startups that have at least one founder affiliated with Stanford and who are selected through an application process. It is one of the unique programs that requests no equity from its participants. And, by leveraging Stanford’s vast network of mentors, venture capitalists, and resources it positions startups for early-stage success. In fact, 85% of StartX companies have successfully raised funding.

Impact law forum 1/2013 (2)With standing room only, Impact Law Forum Co-Founder Zoe Hunton, of Hunton Law, welcomed the group and introduced the evening’s speaker Tony Lai and Pieter Gunst—Co-Founders of LawGives, a startup that was developed and launched in StartX.

Featuring the Founding Team of LawGives

LawGives is a social enterprise startup seeking to broaden access to legal information for social entrepreneurs. It is a product of the StartX accelerator. Tony and his founding partner Pieter developed the idea together after they met during their LL.M studies at Stanford. They both have practice experience— Tony practiced law in England and Hong Kong, and Pieter practiced with a large firm in Palo Alto. Since their time in the StartX accelerator, they continue to iterate and innovate the offerings of LawGives.

In their presentation for Impact Law Forum, Tony and Pieter provided an in-depth overview of the concept behind LawGives and the tools that were part of the 1.0 version of the site. They spoke candidly about their startup journey, what they have learned along the way, and about the process of building site elements, testing, and then shifting their products and services based on feedback of users, attorneys, and potential backers.

After the demo of the site, the focus shifted from introducing LawGives to an open discussion about what draws attorneys to working with startups, non-profits, and social enterprises and what pain points are experienced in the process.

The diversity of backgrounds and experience in law lent to a robust conversation and exchange of viewpoints.

Impact law forum 1/2013 (3)
Around the Room

The session concluded with introductions from each of the attendees along with sharing what would make a legal practice group for social entrepreneur legal practitioners a valuable group to participate in.  Reasons for engaging included:

  • meet other attorneys and social enterprise thought partners
  • connect with others on public policy supporting social entrepreneurs
  • find pro bono law opportunities in the area
  • find attorneys to do pro bono work
  • understand the social enterprise law sector from an academic perspective
  • explore social innovation law
  • meet cool people doing cool things
Stay tuned for more updates on Impact Law Forum, events, and ways to get involved.
Impact Law Forum (ILF) is an innovative response to the growing interest of the legal community in serving impact entrepreneurs and social enterprise.

Started by Zoe Hunton of Hunton Law and Natalia Thurston of Social Venture Law, the practice group seeks to inform, share resources, build networks, and survey relevant issues, legislation, public policy and case law. 

Impact Law Forum Events

Impact Law Forum has organized two events since its inception in Fall 2012 and has a third planned for Thursday, January 24th 2013. You can Register here.

Upcoming:

  • January 24th 2013 Thursday meeting in Palo Alto. Founder of LawGives, Tony Lai will speak about his experience in social enterprise and the goals of LawGives—an online platform to engage and inform attorneys and to make free legal information widely available. Tony is a staff member of StartX (Stanford startup accelerator), was on a teaching team for the new Legal Technology course at Stanford Law School, and completed his LL.M at Stanford in Law, Science, and Technology.

Past Events:

What Inspires Impact Law

When asking co-creators of ILF Zoe and Natalia about how they envision Impact Law Forum, here’s what they had to say.

According to Natalia, a San Francisco-based attorney who leads a law firm specializing in social enterprise issues, “Impact Law Forum is a unique opportunity to engage a community of attorneys to support the growth of social entrepreneurship and build law practices also based on sustainable principles.”

Zoe, whose firm is based in Menlo Park, envisions ILF “building community in a dynamic area of law that is rapidly evolving to keep pace with social entrepreneurs who push the boundaries of what is possible despite limited resources and intense challenges.” She is enthusiastic about being part of a community “working towards social change and justice and consciously shifting the role of the law and lawyers to create a better and more just world.”

The potential for impact + law

There is great potential in moving the conversation of social entrepreneurship law from theory and policy to how it actually applies. Stay tuned for information on updates on the progress of ILF and the 411 on upcoming events.