In-Depth

The Legal Maze of VC Scout Programs: How to Navigate Successfully

Thursday, February 2, 2023

In the fast-paced world of venture capital, innovative practices often cause ripples that can swiftly become waves. One such wave was set in motion by Sequoia Capital, when the news broke that they had been running a stealthy "scout" program. Now, as the rest of the VC world watches these waves lap at the shores of success, it's natural to wonder: Should we dive in, too? Well, the water's fine, but navigating it requires some careful planning.

What's a Scout Program, Anyway?

First things first, let's demystify what we're talking about. A scout program, like the one Sequoia has been operating, involves venture capitalists giving money to scouts who then invest in promising startups. The specifics can vary, but generally, the scouts keep the majority of the returns, while the venture capitalists also get a piece of the action.

The Legal Knots and Bolts

Now, the question on everyone's lips: Is it all above board? While no official rule book exists for these arrangements, Sequoia likely took all the necessary legal precautions. After all, when you're setting out on an adventure, you'd better have the right gear.

But what does that gear look like? Here are the key things you'll need to navigate:

  • Investor Identity: Who's the actual investor? Is it the scout, or the VC?
  • Profit Sharing: How is the upside distributed between the scout and the VC?
  • Money Transfer: What's the route the money takes from the VC to the scout and/or startup?
  • Scout Duties: What does the scout owe the VC?
  • Record Keeping: How is money paid to scouts recorded in the VC's books?
  • Reporting to LPs: How are these transactions reported to Limited Partners?
  • Legal Duties of Scouts: What are the scout's legal obligations?
  • Investment Contracts: What do the contracts between the scout and VC, and between the scout and the startup, look like?

Beware the Perils

Venturing into new territory always comes with some risks. In the case of scout programs, these risks revolve around trust and transparency. Co-investors might start wondering if they're sharing the table with angels or wolves in sheep's clothing. Plus, due diligence can become more complicated as it can be tough to determine who the other shareholders are.

Another prickly issue is the division of returns. While the scout usually gets the lion's share, it can be tricky to determine what the VC's cut should be. Without careful documentation and legal advice, the scout and VC might find themselves in an awkward standoff should their investment hit the jackpot.

Advice for the Brave

So, should you start a scout program? Well, the decision ultimately lies with you and your team. However, it's vital to remember that success depends on careful planning and total transparency. It's not enough to have the right gear; you also need to know how to use it.

Remember, scout programs, like any business strategy, aren't one-size-fits-all. They must align with your investment strategy and be communicated clearly to all stakeholders. Transparency will build trust, and trust is the foundation of any successful venture.

Venture Capital Scout Programs can indeed be the next frontier for many VC firms. It's a world filled with potential returns and the thrill of discovery. But as with any new journey, remember to pack your compass of caution and your map of due diligence, and may your venture be prosperous!

David Haddad

David is the founder of Superscout.

Want to become a VC scout?

Join the free Superscout community!

🌍 Meet other scouts globally.
👀 Get first dibs on new scout programs and VC openings.
✨ Get feedback and investor recommendations for your deal memos.
✌️ Learn and grow together as a community!

Previous How-To's & Guides

Want to become a VC scout?

Join the free Superscout community!

🌍 Meet other scouts globally.
👀 Get first dibs on new scout programs and VC openings.
✨ Get feedback and investor recommendations for your deal memos.
✌️ Learn and grow together as a community!