WHAT EVERY ENGINEER SHOULD KNOW ABOUT STARTING A HIGH-TECH BUSINESS VENTURE © 2009 by Taylor & Francis Group, LLC TTAAFF--7766997733--0088--00660077--CC00FFMM..iinndddd ii 1122//99//0088 22::0011::5522 PPMM WHAT EVERY ENGINEER SHOULD KNOW A Series Series Editor* Phillip A. Laplante Pennsylvania State University 1. What Every Engineer Should Know About Patents, William G. Konold, Bruce Tittel, Donald F. Frei, and David S. Stallard 2. What Every Engineer Should Know About Product Liability, James F. Thorpe and William H. Middendorf 3. What Every Engineer Should Know About Microcomputers: Hardware/Software Design, A Step-by-Step Example, William S. Bennett and Carl F. Evert, Jr. 4. What Every Engineer Should Know About Economic Decision Analysis, Dean S. Shupe 5. What Every Engineer Should Know About Human Resources Management, Desmond D. Martin and Richard L. Shell 6. What Every Engineer Should Know About Manufacturing Cost Estimating, Eric M. Malstrom 7. What Every Engineer Should Know About Inventing, William H. Middendorf 8. What Every Engineer Should Know About Technology Transfer and Innovation, Louis N. Mogavero and Robert S. Shane 9. What Every Engineer Should Know About Project Management, Arnold M. Ruskin and W. Eugene Estes 10. What Every Engineer Should Know About Computer-Aided Design and Computer-Aided Manufacturing: The CAD/CAM Revolution, John K. Krouse 11. What Every Engineer Should Know About Robots, Maurice I. Zeldman 12. What Every Engineer Should Know About Microcomputer Systems Design and Debugging, Bill Wray and Bill Crawford 13. What Every Engineer Should Know About Engineering Information Resources, Margaret T. Schenk and James K. Webster 14. What Every Engineer Should Know About Microcomputer Program Design, Keith R. Wehmeyer 15. What Every Engineer Should Know About Computer Modeling and Simulation, Don M. Ingels *Founding Series Editor: William H. Middendorf © 2009 by Taylor & Francis Group, LLC TTAAFF--7766997733--0088--00660077--CC00FFMM..iinndddd iiii 1122//99//0088 22::0011::5544 PPMM 16. What Every Engineer Should Know About Engineering Workstations, Justin E. Harlow III 17. What Every Engineer Should Know About Practical CAD/CAM Applications, John Stark 18. What Every Engineer Should Know About Threaded Fasteners: Materials and Design, Alexander Blake 19. What Every Engineer Should Know About Data Communications, Carl Stephen Clifton 20. What Every Engineer Should Know About Material and Component Failure, Failure Analysis, and Litigation, Lawrence E. Murr 21. What Every Engineer Should Know About Corrosion, Philip Schweitzer 22. What Every Engineer Should Know About Lasers, D. C. Winburn 23. What Every Engineer Should Know About Finite Element Analysis, John R. Brauer 24. What Every Engineer Should Know About Patents: Second Edition, William G. Konold, Bruce Tittel, Donald F. Frei, and David S. Stallard 25. What Every Engineer Should Know About Electronic Communications Systems,L. R. McKay 26. What Every Engineer Should Know About Quality Control, Thomas Pyzdek 27. What Every Engineer Should Know About Microcomputers: Hardware/Software Design, A Step-by-Step Example. Second Edition, Revised and Expanded, William S. Bennett, Carl F. Evert, and Leslie C. Lander 28. What Every Engineer Should Know About Ceramics, Solomon Musikant 29. What Every Engineer Should Know About Developing Plastics Products, Bruce C. Wendle 30. What Every Engineer Should Know About Reliability and Risk Analysis, M. Modarres 31. What Every Engineer Should Know About Finite Element Analysis: Second Edition, Revised and Expanded, John R. Brauer 32. What Every Engineer Should Know About Accounting and Finance, Jae K. Shim and Norman Henteleff 33. What Every Engineer Should Know About Project Management: Second Edition, Revised and Expanded, Arnold M. Ruskin and W. Eugene Estes 34. What Every Engineer Should Know About Concurrent Engineering, Thomas A. Salomone 35. What Every Engineer Should Know About Ethics, Kenneth K. Humphreys 36. What Every Engineer Should Know About Risk Engineering and Management, John X. Wang and Marvin L. Roush 37. What Every Engineer Should Know About Decision Making Under Uncertainty, John X. Wang © 2009 by Taylor & Francis Group, LLC TTAAFF--7766997733--0088--00660077--CC00FFMM..iinndddd iiiiii 1122//99//0088 22::0011::5544 PPMM 38. What Every Engineer Should Know About Computational Techniques of Finite Element Analysis, Louis Komzsik 39. What Every Engineer Should Know About Excel, Jack P. Holman 40. What Every Engineer Should Know About Software Engineering, Phillip A. Laplante 41. What Every Engineer Should Know About Developing Real-Time Embedded Products, Kim R. Fowler 42. What Every Engineer Should Know About Business Communication, John X. Wang 43. What Every Engineer Should Know About Career Management, Mike Ficco 44. What Every Engineer Should Know About Starting a High-Tech Business Venture, Eric Koester © 2009 by Taylor & Francis Group, LLC TTAAFF--7766997733--0088--00660077--CC00FFMM..iinndddd iivv 1122//99//0088 22::0011::5544 PPMM WHAT EVERY ENGINEER SHOULD KNOW ABOUT STARTING A HIGH-TECH BUSINESS VENTURE Eric Koester Boca Raton London New York CRC Press is an imprint of the Taylor & Francis Group, an informa business © 2009 by Taylor & Francis Group, LLC TTAAFF--7766997733--0088--00660077--CC00FFMM..iinndddd vv 1122//99//0088 22::0011::5544 PPMM To the extent that this publication may discuss or refer to legal principles or issues, the application of law to a particular situation may vary depending on the particular facts and circumstances. As a result, nothing contained in this book is to be considered as the rendering of legal advice for specific cases; readers should always consult their own personal attor- neys for advice as to their specific situations. CRC Press Taylor & Francis Group 6000 Broken Sound Parkway NW, Suite 300 Boca Raton, FL 33487-2742 © 2009 by Taylor & Francis Group, LLC CRC Press is an imprint of Taylor & Francis Group, an Informa business No claim to original U.S. Government works Printed in the United States of America on acid-free paper 10 9 8 7 6 5 4 3 2 1 International Standard Book Number-13: 978-1-4200-7697-4 (Softcover) This book contains information obtained from authentic and highly regarded sources. Reasonable efforts have been made to publish reliable data and information, but the author and publisher cannot assume responsibility for the valid- ity of all materials or the consequences of their use. The authors and publishers have attempted to trace the copyright holders of all material reproduced in this publication and apologize to copyright holders if permission to publish in this form has not been obtained. If any copyright material has not been acknowledged please write and let us know so we may rectify in any future reprint. Except as permitted under U.S. Copyright Law, no part of this book may be reprinted, reproduced, transmitted, or uti- lized in any form by any electronic, mechanical, or other means, now known or hereafter invented, including photocopy- ing, microfilming, and recording, or in any information storage or retrieval system, without written permission from the publishers. For permission to photocopy or use material electronically from this work, please access www.copyright.com (http:// www.copyright.com/) or contact the Copyright Clearance Center, Inc. (CCC), 222 Rosewood Drive, Danvers, MA 01923, 978-750-8400. CCC is a not-for-profit organization that provides licenses and registration for a variety of users. For orga- nizations that have been granted a photocopy license by the CCC, a separate system of payment has been arranged. Trademark Notice: Product or corporate names may be trademarks or registered trademarks, and are used only for identification and explanation without intent to infringe. Library of Congress Cataloging-in-Publication Data Koester, Eric. What every engineer should know about starting a high-tech business venture / Eric Koester. p. cm. -- (What every engineer should know ; 44) Includes bibliographical references and index. ISBN 978-1-4200-7697-4 (alk. paper) 1. Engineering firms--Management. 2. New business enterprises. I. Title. TA190.K637 2009 620.0068--dc22 2008036297 Visit the Taylor & Francis Web site at http://www.taylorandfrancis.com and the CRC Press Web site at http://www.crcpress.com © 2009 by Taylor & Francis Group, LLC TTAAFF--7766997733--0088--00660077--CC00FFMM..iinndddd vvii 1122//99//0088 22::0011::5544 PPMM Contents Preface ..............................................................................................................................................ix Acknowledgments .........................................................................................................................xi How to Use This Book ................................................................................................................xiii Author ..........................................................................................................................................xxv Part I. Becoming a High-Tech Entrepreneur Chapter 1. The Startup Life .........................................................................................................3 Chapter 2. Your High-Tech Business Concept .......................................................................23 Chapter 3. The Startup Road Ahead ........................................................................................39 Part II. Starting It Up Chapter 4. Forming a Founding Team .....................................................................................63 Chapter 5. Working with an Attorney .....................................................................................95 Chapter 6. Leaving Your Employer ........................................................................................117 Chapter 7. Forming the Business ............................................................................................129 Chapter 8. Planning for Your Business .................................................................................159 Part III. Building a Startup Success Chapter 9. Raising Money ........................................................................................................203 Chapter 10. Venture Capital ....................................................................................................237 Chapter 11. Building Your Team .............................................................................................313 Chapter 12. Your Boards and Board Members ....................................................................359 Chapter 13. Protecting Your Intellectual Property .............................................................383 Chapter 14. Product Development ..........................................................................................411 Chapter 15. Marketing Efforts ................................................................................................421 vii © 2009 by Taylor & Francis Group, LLC TTAAFF--7766997733--0088--00660077--CC00FFMM..iinndddd vviiii 1122//99//0088 22::0011::5555 PPMM viii Contents Chapter 16. Sales Organizations .............................................................................................433 Chapter 17. Operational Matters of the Business ................................................................443 Chapter 18. Contracts and Product Warranties ....................................................................457 Chapter 19. Startup Accounting ..............................................................................................469 Chapter 20. Tax Considerations for a Startup ......................................................................481 Chapter 21. Issuing Securities .................................................................................................505 Part IV. Next Steps and Stages Chapter 22. International Expansion .....................................................................................521 Chapter 23. IPOs, Mergers, Acquisitions, and Sales ..........................................................545 Chapter 24. The Entrepreneurial Circle of Life ...................................................................567 Definitions ...................................................................................................................................569 Additional Resources ................................................................................................................575 © 2009 by Taylor & Francis Group, LLC TTAAFF--7766997733--0088--00660077--CC00FFMM..iinndddd vviiiiii 1122//99//0088 22::0011::5555 PPMM Preface To think like an engineer is to think of situations in their entire context, including the laws and regulations of society and the actions of all the people necessary for success. Dr. John H. Marburger III Director of the Office of Science and Technology Policy, Executive Office of the President Innovation is the centerpiece of the global economy, and the seeds of that innovation are sown by individuals starting new businesses to tackle the world’s challenges. So if you’ve made it this far—welcome. Picking up this book to learn about starting a high-tech business venture is a good first step. This book has been written to assist both brand new entrepreneurs and those who have been around the block once or twice before. Hopefully, it will be a useful tool and something you turn to at numerous points in your startup life. Now is a tremendous time for entrepreneurship. More people than ever are starting new businesses. Although there have been periodic slowdowns for new technology businesses, the long-term trend over the past 25 years has been increased availability of human and financial resources available to high-tech entrepreneurs. This book is part of the Taylor & Francis/CRC Press series “What Every Engineer Should Know About.” As a result, it is focused primarily at entrepreneurs and poten- tial entrepreneurs coming from a technical background such as engineering, medi- cine, science, computers, biotechnology, and numerous other related “high-tech” fields. But don’t fret; anyone should be able to use this book, with or without a high- tech background or experience. To aid those entrepreneurs without a strong business background or training, I have included plenty of business, finance, marketing, and related acumen. Why are engineers, scientists, and technical individuals so successful as entrepreneurs? Some experts believe it is just because engineers approach problems from a different angle and find solutions. The website http://engineeringteacher.com describes how engineers think: Engineers are problem-solvers. Engineers use knowledge. Engineers are creative. Engineers solve problems by using knowledge and creativity, making them some of the best-positioned people to find a solution to a problem and hence why more and more engi- neers are becoming entrepreneurs . . . and succeeding at it. As you read through this book, you will find it is chock-full of statistics, data, anecdotal evidence, tools, spreadsheets, questions and answers, and research to help guide an entre- preneur through the startup process. But I’d be kidding myself if I said it contained every- thing you’ll need. The resources section at the end of the book has more books, articles, and websites, but I’ve packed more onto the book’s website at http://www.myhightechstartup. com. Visit the website for updates, new articles, answers to questions that are submitted, links ix © 2009 by Taylor & Francis Group, LLC TTAAFF--7766997733--0088--00660077--CC00FFMM..iinndddd iixx 1122//99//0088 22::0011::5555 PPMM
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