Written by Zachary Kennedy
JD Candidate 2024 | UCalgary Law In the constantly changing world of software development, joint coding ventures have become the norm. As groups of independent developers converge to develop intricate programs and applications, the need to clarify and establish intellectual property rights for jointly authored programs has never been more critical. Innovation in this field thrives on the collaboration of distinct and diverse minds. Still, when done without a well-defined framework, the potential for authorship disputes, the preservation of moral rights, potential liability regarding usage rights, and commercial exploitation looms large. As such, there is a need to understand what rights each party is entitled to when engaging in any such collaboration, some of which will be covered by this article. Rights in Joint Authorship As defined in the Copyright Act, computer programs are considered "literary works" and are entitled to the protections and rights offered elsewhere.[1] Works of joint authorship are produced by the collaboration of two or more authors, where the contribution of one author is not distinct from the contributions of the other(s).[2] Real-world examples of joint authorship are multitudinous in the modern age: Hackathons, Game Jams, etc. As a particular example, one must look no further than GroupME – a chat app developed at the TechCrunch Disrupt Hackathon in 2010 by Jared Hecht and Steve Martocci, which was pursued as a business after the completion, ultimately being acquired by Skype for $80 million.[3] Establishing intellectual property rights can provide a framework for efficiently managing and exploiting such code. It allows for the smooth transition between a mere idea that a small group has worked towards making a reality and the entrepreneurial pursuit driven by a larger belief about the market's need for this specific technology. Ownership of Joint Authored Works in Canada Another critical reason for explicitly defining intellectual property rights in jointly authored code is to prevent disputes over ownership and usage. The author of a work is the first owner of the work of the copyright.[4] This means that each of the authors in a jointly authored work will be afforded the full suite of rights under the Copyright Act. Thus, they are granted rights to make assignments of their rights under the Act, limiting the ability of other joint authors to control who is involved with the copyrighted work. This is even more important when considering the term in which these rights are afforded – in the case of joint authorship, the rights afforded by the Copyright Act will exist during the life of the author who dies last and for 70 years after. Further still, copyrights carry moral rights with them, which need to be waived independently from any assignment of the copyright.[5] These moral rights can be infringed where the work is used in association with a product, service, cause, or institution to the author's prejudice.[6] It takes only a little imagination to conceive of a situation where some such program was developed by a group of three, where two decided to spin it into profitability. Somewhere down the road, just as they start seeking serious capital, the third author comes out of the woodwork demanding a claim on the intellectual property on which their business is founded. Or where two authors might have drastically different ideas for using their code. Each of them is well within the rights afforded under the Copyright Act to pursue their diametrically opposed objectives, making it difficult for either to establish their business. While collaboration was simple initially, the transition into founding a company around some such technology proves far more difficult. How Can This Be Addressed? To pre-empt such challenges, developers engaging in collaborative coding projects should seek to clearly establish intellectual property rights early in the process. This involves delineating each contributor's role and outlining the extent of each of their contributions to the development of any code. They may also seek to enter into agreements where other parties agree to assign any works and waive their associated moral rights. It is imperative to clarify and establish intellectual property rights for jointly authored software is undeniable. Whether in open-source endeavours, business applications, or academic projects, collaborative coding efforts should be guided by meticulously drafted agreements that clearly outline the rights of each contributor. By doing so, developers protect their coding endeavours and set the stage for a collaborative landscape that fosters innovation and can flourish without the shadows of uncertainty and conflict. With confidence in the protection of their contributions, developers are more likely to engage in future joint ventures. Clear intellectual property rights not only shield programmers' rights in the work at hand but also cultivate an environment conducive to sustained collaboration, fostering a market favouring innovation and giving developers peace of mind to charge forward with the development of potentially world-changing programs. [1] S.2, Copyright Act, RSC 1985, c C-42 [Copyright Act] [2] Supra. [3] Wikimedia Foundation. (2023, November 25). GroupMe. Wikipedia. https://en.wikipedia.org/wiki/GroupMe [4] Copyright Act, s.13(1) [5] Copyright Act, s.14.1 and s.28.1 [6] Copyright Act, s.28.2(1)(b)
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Written by Ranjot Brar
JD Candidate 2025 | UCalgary Law Competition (antitrust) law has been thrust into the forefront of tech regulation today. Recent enforcement of competition has focused on big tech and addressing the anti-competitive acts of large digital platforms. The dominance of tech giants such as Apple and Google is evident, and abuse of power is not always apparent in these data-driven markets. While the EU and US have stepped up enforcement of competition law in the digital era, Canada continues to act slowly. Case comparisons between the US, Canada and the EU illustrate that competition law enforcement in Canada lacks teeth. The European Commission has charged Google on three occasions for abuse of dominance in breach of competition laws, and the resulting fines have been in the billions of dollars. In 2017, the European Commission fined Google €2.42 billion for prioritizing its comparison shopping service to the detriment of competitors following a multi-year investigation.[1] In 2018, the Commission found that Google had abused its dominant position by requiring manufacturers to pre-install Google Search and Chrome onto Android devices, and the result was a record-breaking €4.3 billion fine for stifling competitors and innovation.[2] In 2011, The FTC shut down the US’ initial investigation for abuse of dominance as a search engine despite key staff members raising concerns about anti-competitive behaviour that harmed consumers and competitors in the search engine and advertising market.[3] Google is currently in the midst of the most significant antitrust trial since the 1990s Microsoft litigation in the US. They are accused of making important deals, specifically with Apple, that assisted them in maintaining dominance as a search engine while blocking competitors from gaining market share.[4] A verdict in this landmark case is expected in early 2024, and the decision will reshape how Google and antitrust enforcement operate in the US. Meanwhile, Canada reviewed similar anti-competitive behaviours by Google. It closed the investigation in 2016 for lack of sufficient evidence of anti-competitive acts and lessening competition in the market.[5] A similar investigation was commenced by the Competition Bureau in 2021 but has yet to find an abuse of dominance by Google.[6] Key Canadian allies are clearly tightening antitrust enforcement of large digital platforms while Canada continues to watch from the sidelines. Whether from a lack of funding to the Competition Bureau or problematic provisions in the Competition Act[7], Canadian competition policy requires substantial reform. [1] European Commission, “Antitrust: Commission fines Google €2.42 billion for abusing dominance as search engine by giving illegal advantage to own comparison shopping service” (27 June 2017), online: <ec.europa.eu/commission/presscorner/detail/en/IP_17_1784>. [2] Tom Warren, “Google fined a record $5 billion by the EU for Android antitrust violations” (18 July 2018), online: <theverge.com/2018/7/18/17580694/google-android-eu-fine-antitrust>. [3] Brody Mullins, Rolfe Winkler & Brent Kendall, “Inside the U.S. Antitrust Probe of Google” (19 March 2015), online: <wsj.com/articles/inside-the-u-s-antitrust-probe-of-google-1426793274?ns=prod/accounts-wsj>. [4] Adi Robertson, “The antitrust trial against Google Search starts today – here’s what to expect” (12 September 2023), online: <theverge.com/2023/9/12/23868141/google-search-antitrust-trial-what-to-know>. [5] Competition Bureau Canada, “Investigation into alleged anti-competitive conduct by Google” (19 April 2016), online: <ised-isde.canada.ca/site/competition-bureau-canada/en/how-we-foster-competition/education-and-outreach/position-statements/investigation-alleged-anti-competitive-conduct-google>. [6] Competition Bureau Canada, “Competition Bureau obtains court order to advance an investigation of Google” (22 October 2021), online: <canada.ca/en/competition-bureau/news/2021/10/competition-bureau-obtains-court-order-to-advance-an-investigation-of-google.html>. [7] Competition Act, RSC 1985, c C-34, s 1.1. Written by Krystian Sekowski
JD Candidate 2025 | UCalgary Law The recent turbulence at OpenAI sent shockwaves throughout the tech landscape, unveiling a story of corporate upheaval, power struggles, and the intersection of ethics, profit motives, and governance. The drama began when Sam Altman, a central figure within OpenAI and pivotal to its direction, was abruptly ousted from his role as CEO by the company's nonprofit board of directors. Altman's alleged lack of transparency and honesty was the catalyst for this decision, an accusation tantamount to exile in the corporate world. The sudden dismissal of Altman, a revered figure in the tech community, rattled not just the internal dynamics of OpenAI but also triggered a chain reaction of resignations and concerns among investors, notably Microsoft, a major stakeholder. The resultant outcry from within the organization and the influential pressure from external stakeholders led to a swift series of negotiations and mounting tension upon the board of directors. The high-stakes nature of the situation became apparent as Altman, supported fervently by Microsoft and amidst threats of mass resignations from almost the entire OpenAI workforce, ultimately regained his CEO position. However, it was not without conditions—Altman, alongside Greg Brockman, OpenAI's president, also ousted from the board, did not immediately reclaim their board seats. Instead, the board was now chaired by Bret Taylor, formerly a co-CEO at Salesforce, joined by eminent personalities such as Larry Summers and Adam D'Angelo. During a Friday video conference, the crisis erupted unceremoniously when the board abruptly dismissed Altman, followed by a cryptic announcement on OpenAI's website, citing discrepancies in Altman's communication with the board. This sparked outrage and a wave of resignations, both internally and from investors, including the influential Microsoft. Efforts to quell the unrest eventually led to Altman's reinstatement, albeit under the shadow of an internal investigation into the reasons for his initial dismissal. Apart from the internal turmoil and potential fallout from resignations, OpenAI faced the jeopardy of losing critical strategic discussions, notably a substantial sale that valued the company at $80 billion. This mounting pressure eventually forced the board's hand, resulting in Altman and Brockman regaining their roles, signifying a hard-earned victory for the embattled AI powerhouse. The saga at OpenAI unveiled the intricate interplay between corporate governance, investor influence, employee morale, and the complexities inherent in the AI landscape and corporate world. It underscored the challenges organizations face in balancing profit motives with altruistic goals, which Effective Altruism principles aim to reconcile but often find challenging in practice. An essential takeaway from this tumultuous episode was the need for a clear delineation between board responsibilities and management. The blurred lines in OpenAI, where Altman's influence seemed to transcend traditional board authority, highlighted a significant governance concern: a board should not merely serve to support management but also assert independent oversight and decision-making. Furthermore, the unified expression of no confidence in the board by OpenAI's workforce underscored the potential impact of employee sentiments on significant leadership decisions. This highlighted the rising influence of employee activism in shaping corporate outcomes, prompting reflection on its implications across industries. While the saga unfolded within the tech industry, its lessons extend far beyond, serving as a valuable guide for governance structures, decision-making processes, and leadership responsibilities across diverse industries. Should a board of directors decide to remove someone as prominent as the CEO, they ought to be more prudent by privately negotiating the departure with the executive, preserving their credibility and reputation. Springing the news of termination on anyone moments before the public announcement stands out as a significant misstep, marking a crucial lesson for all future boards: the importance of handling such matters discreetly and with due respect. Boards of directors ought to also hold a finger on the pulse and know the attitudes of critical employees and investors before making such drastic moves. In conclusion, the OpenAI saga laid bare the complexities inherent in navigating governance, ethical dilemmas, and the high-stakes dynamics of the technology sector. It serves as a compelling narrative, offering multifaceted lessons applicable within the AI domain and across all industries. Sources: Perrigo, B. (2023, November 22). How Sam Altman Returned to OpenAI: A Timeline. TIME. Retrieved from https://time.com/6338789/sam-altman-openai-return-timeline/ Peregrine, M. (2023, November 27). Leadership lessons from OpenAI's wild week. Forbes. https://www.forbes.com/sites/michaelperegrine/2023/11/27/leadership-lessons-from-openais-wild-week/?sh=46f1241f7a13 Written by Kyle Murdy
JD Candidate 2025 | UCalgary Law As a start-up company grows in size, it will invariably need to add employees to support this growth. When hiring employees, managers are often thinking about the work the employee will be doing, their fit within the company, and the impact of this employee on the company's budget. Conversely, the employee will often be most concerned with their compensation, benefits, as well as their job description. Needless to say these are all valuable considerations; however, both companies and employees often neglect to consider some important provisions should the working relationship cease to exist. Below are a few of these, and some notes to consider. Termination: One of the key factors in the long-term success of start-up companies is their ability to limit their costs when terminating an employee who has not worked out. Consequently, it is important for this to be considered prior to the beginning of the working relationship. The first thing to note is that an employment agreement should detail that an employee may be terminated at the discretion of the company. Notice periods are another point of interest, as these are prescribed both by statute (Employment Standards Code) and by the common law. The common law should be on the forefront of entrepreneurs minds, as awards are much higher than minimums prescribed by law. As such, explicit provisions in the employment agreement will aid in removing discretion from the courts. It must be noted however, that it is not possible to contract out of the minimum provisions provided by statutes. Non-Competition Provisions: In the context of start-up companies, non-competition provisions function to prevent former employees from working for competitors. Due to restrictions, these are often unenforceable in Canada due to the common law protection of an individual's ability to make a living. As a result, the best course of action is to explain the rationale behind the non-compete clause, as well as to narrow the scope of the provision - both geographically and temporally - to aid in the court finding it to be acceptable. Intellectual Property Ownership: At law, there is a presumption that a patentable invention will be the property of the employee, unless it can be rebutted by the company demonstrating that: a) there is a contractual provisions stating otherwise; b) the employee has a duty to the company due to their seniority - provided the invention relates to the business of the company; and c) the employee was employed specifically for the purpose of inventing. For things that are subject to copyright law rather than patents such as software, creations are presumed to belong to the employer as long as they were produced during the course of employment. As a result of these two presumptions, it is wise for start-up employment contracts to provide that employees will assign any patents they may secure while employed, along with broadening the scope of ‘the course of employment’ to allow for the allocation of copyrightable material to the company. Written by Colton Manton
JD Candidate 2025 | UCalgary Law Occasionally, start-up companies are lucky enough to benefit from a great idea, founders with previous business experience, or a base of customers right out of the gate. One thing that is not often part of that list is an amount of capital that is more than sufficient to meet the early needs of the company. There is a limit to the funds the founders (or their Uncle Jim) can contribute to the company before any kind of outside investment, and there are many costs associated with incorporating, hiring the first employees, and developing intellectual property. Start-ups are generally not incredibly keen on adding hefty legal bills to that list. What follows are five ways start-up companies can reduce their legal bills and risks at the early stages of their journey. 1 - Use a Free Legal Clinic Legal clinics are an excellent resource for start-up companies and small businesses when money is tight. There are often some very bright and eager students ready to help. In the case of our Business Venture Clinic, we work with supervisor lawyers to help ensure we are providing a quality work product. On the flip side, it is essential to note that the students volunteering at legal clinics are not lawyers, and some risks are associated with receiving work from them; students don’t have practice insurance like lawyers do, and they (most likely) can’t be sued in the unlikely event that something goes wrong. They don’t have all the training and knowledge of a practicing lawyer yet. Obtaining the services of a free legal clinic is a business decision, and the pros and cons of saving on legal fees and obtaining work from a student should be compared for each different legal task at hand. 2 – Find a Law Firm that will be Flexible or Creative with Payment Options Occasionally, a law firm will allow a start-up company to defer the payment of their legal fees until they receive their first round of financing. In other cases, law firms have accepted an equity stake in a company they advise in lieu of payment. You might want to consider one of these payment options, depending on your situation. 3 – Arbitration If they haven’t brought it up with you already, consider discussing arbitration clauses with your lawyer. Arbitration can be faster, more efficient, and less expensive than the traditional court system. In addition, if the subject matter of the potential dispute is sensitive or confidential, arbitration can help keep that information private. 4 – Put Everything in Writing Brand new start-ups often conduct themselves in informal meetings where agreements and decisions are made orally. Employment agreements, investments from family, and decisions about who is on the board of directors have often been the subject of litigation. You don’t want to have any ambiguity arising from oral agreements where different people have different interpretations of what was decided. 5 - Distinguish Between Important and Less Important Issues and Considerations A lawyer typically wants to bill for as much work as they can. They also usually want to ensure that every bit of risk for a company they are advising is considered and allocated for. However, start-ups are not like large oil and gas companies with millions of dollars to spend on legal bills; they can’t pay to ensure that ten lawyers dot every “i” and cross every “t” on their contracts. Generally, the most important issues or risks in a contract or business plan should be considered and accounted for, but you may be unable to cover everything; that is just part of operating within a smaller budget. A good lawyer representing a start-up company will make some judgement calls about the most efficient ways to reduce risk for the start-up while not billing them for frivolous tasks; make sure you have one of those. Written by Christian Rossi
JD Candidate 2024 | UCalgary Law When people think of Artificial Intelligence (AI) taking human jobs, they often picture more data-entry-like roles, which can be done without a human touch. However, this presumption is being challenged by an AI named Mika, who has become the first AI CEO. Mika is a research project created by Hanson Robotics, a Hong Kong-based engineering and robotics company known for developing human-like robots.[1] Mika has been brought on by a Polish company named Dictador, which sells premium aged rum from Colombia.[2] Mika’s purported advantage lies in its ability to swiftly and accurately analyze vast amounts of data, enabling unbiased, data-driven decision-making.[3] The AI can also work 24/7 and is not subject to the same employment standards as a human CEO. The obvious downside of an AI CEO is its lack of emotional intelligence and inability to understand the more intricate wants and needs of humans.[4] Dictador, however, proposes a symbiotic relationship between Mika and a human team to balance and complement each other’s strengths.[5] Hanson Robotics is using Mika to humanize AI.[6] With AI being a relatively new phenomenon, there’s a justified societal concern about the risks of granting excessive power to AI. Placing an AI in a management position allows society to witness firsthand how AI operates and whether it is worth continuing this trend. For Dictador, it appears their primary purpose for making this move is to promote themselves as a forward-looking corporation. While Mika’s role details remain limited, it’s noted that the AI will be a board member and will be responsible for overseeing the Arthouse Spirits DAO project.[7] This DAO, or decentralized autonomous organization, is an exclusive community comprising high-net-worth individuals.[8] To join, one needs to possess a Dictador Non-Fungible Token (NFT). The funds raised from the NFT sales are then put into the DAO Treasury.[9] The DAO Treasury is backed by tangible assets, consisting of over US$50 million of the world’s oldest and rarest rums.[10] Members of the DAO get access to certain benefits such as discounted bottles, exclusive VIP events, masterclasses, having conversations with experts, artists, and blend masters, or they can redeem their tokens for a physical bottle from the Treasury.[11] Mika marks a step towards a new world. Jack Ma, the co-founder of Alibaba Group, predicted that by 2047, a robot CEO will make the cover of Time magazine. However, that prediction may have been too pessimistic.[12] Having an AI CEO raises many practical questions that Dictador will have to consider. For example, what happens to the compensation that would have gone to a CEO? Presumably, part of the compensation that would otherwise go to a CEO will go to the operating and maintenance of the AI system. Still, as the technology advances, the costs of these systems will decrease, leaving additional capital for the corporation. Corporations will need to decide how to best allocate this money—whether it should go to the shareholders or whether the costs, which would typically benefit employees, should still be directed to employees. There’s also the question of who’s responsible if something goes wrong. CEOs owe a fiduciary duty to the corporation. However, is it possible for a corporation to sue an AI CEO? If the AI is at fault, who should be held liable - will it be the corporation, the creator of the AI system, or the employees responsible for overseeing the AI system? Apart from these questions, there is, of course, the broader ethical question of whether society wants AI to take over executive roles in corporations and whether hiring an AI system over a human is fair. All these questions must be addressed before society becomes overly dependent on AI, but Mika will be the first step towards resolving these issues. It’s hard to imagine a world run by AI, but the future seems closer than ever. The story of Mika is one society hasn’t experienced yet, prompting the question: Is anyone’s job [1] Vanya Gautam, “Meet Mika: The World’s First AI Human-Like Robot Hired As CEO” (9 November 2023), online: <https://www.indiatimes.com/worth/news/meet-mika-world-first-ai-human-like-ceo-hired-620076.html> [Gautam]. [2] Jamie Nonis, “Meet Mika, the world’s first AI CEO running a global company” (11 July 2023), online: <https://www.thepeakmagazine.com.sg/interviews/mika-world-first-ai-ceo/>. [3] Ibid. [4] Ibid. [5] Ibid. [6] Gautam, supra note 1. [7] “Dictador announces the first AI human-like robot CEO in a global company” (7 September 2022), online: < https://dictador.com/the-first-robot-ceo-in-a-global-company/>. [8] Ibid. [9] Ibid. [10] Ibid. [11] Ibid. [12] Ibid. Written by Amreet Toor
JD Candidate 2025 | UCalgary Law In the excitement of creating a start-up business, it is easy to overlook important steps such as creating a founders’ agreement. While an agreement may not be necessary for all businesses, there are potential scenarios where it may be very detrimental to the long-term success of a business if a proper agreement is not created from the outset. A founders’ agreement, also known as a co-founder agreement, establishes the framework for the relationship between the founders and addresses various aspects of the business, providing clarity, protection, and a shared understanding. This may not seem very important in the beginning when the founders involved have a clear picture of their roles and responsibilities. Still, as the business grows and evolves, expectations and responsibilities may begin to change from what was originally discussed. To address and prevent these potential issues, most founders’ agreements will contain provisions regarding equity distribution, vesting terms and schedules, roles and responsibilities, decision-making procedures, compensation, intellectual property rights, non-competition and non-solicitation, confidentiality, exit strategies, and dispute resolution[1]. Equity distribution provisions clarify the allocations of equity or shares in the company that the founders will be entitled to based on their contributions to the new business. These contributions can be financial, time or in kind. Vesting terms and schedules outline the conditions under which founders become entitled to their allocated equity. This prevents founders from leaving the business with a significant ownership stake earlier than planned or failing to uphold their commitments to the business. A well-planned vesting schedule protects the other founders while encouraging long-term commitment to the business. Zipcar[2] is an excellent example of a company that would have greatly benefitted from a well-planned vesting schedule. Provisions that outline founders’ roles prevent future misunderstandings and conflicts. These provisions are not guaranteed to cover all possibilities and may need to be amended over time as the business grows. Compensation may be tied to these roles and may also need to be adjusted as the business grows, but creating these provisions ahead of time prevents litigation that could arise based solely on verbal agreements. Decision-making provisions outline the decision-making process and specify how major decisions will be made, including what constitutes a quorum to pass decisions. In conjunction with this provision is the dispute resolution process, which works to smoothly handle any disputes that arise and can help to avoid lengthy and costly litigation between founders and the corporation. Intellectual property is one of the most important provisions in a founders’ agreement. It is crucial to designate whether intellectual property is the property of a founder or the corporation. If the intellectual property does not rest with the corporation, a founder may exit the business and effectively shut it down by taking the intellectual property rights with them. They may also choose to hold the business hostage by controlling the intellectual property[3]. Intellectual property is not limited to copyright or patents but can also include trade secrets. Waiting to create a contract that outlines intellectual property rights can result in serious harm, such as a founder stealing the idea and creating a competing venture, as alleged by the Winklevoss twins.[4] This is why confidentiality agreements are also crucial to the long-term success of a business. Confidentiality agreements prevent founders from sharing crucial information about the business outside of a select group of people. In combination with non-compete and non-solicitation provisions, confidentiality agreements protect the corporation’s interests from founders who choose to exit the business. Finally, there is the exit strategy provision. It is an eventuality that founders will need to exit the business to be able to sell the equity they have been allocated, and to reap the rewards of their hard work. A properly planned exit strategy will consider procedures for selling the business, transferring ownership, or handling other exit scenarios. It will vary greatly depending on the organization, but it is important to set out early to avoid conflict and possible litigation. Considering this information, a founders’ agreement can be a powerful tool to protect the interests of both the founders and the corporation. It allows for easier conflict resolution, aligns the interests of all founders, and provides clarity. [1] Raz. “The Importance of Founder Agreements: Key Considerations for Startup Founders.” Falcon Law PC, 4 May 2023, falconlawyers.ca/the-importance-of-founder-agreements-key-considerations-for-startup-founders/. Accessed 29 Oct. 2023. [2] Hellmann, Thomas, and Veikko Thiele. “Contracting among Founders.” Journal of Law, Economics, & Organization, vol. 31, no. 3, 2015, pp. 630. JSTOR, http://www.jstor.org/stable/43774415. Accessed 29 Oct. 2023. [3] Fauri, Khaled El. “What Should a Founders Agreement Include and Why Do You Need One?” Fauri Law, 10 Oct. 2022, www.faurilaw.ca/blog/what-should-a-founders-agreement-include-and-why-do-you-need-one/. Accessed 29 Oct. 2023. [4] Hellmann, Thomas, and Veikko Thiele. “Contracting among Founders.” Journal of Law, Economics, & Organization, vol. 31, no. 3, 2015, pp. 630. JSTOR, http://www.jstor.org/stable/43774415. Accessed 29 Oct. 2023. Written by Michael Cheung
JD Candidate 2024 | UCalgary Law For motivated teenagers, the prospect of venturing into entrepreneurship can be both alluring and daunting. Starting a business at a young age is a journey filled with excitement and promise, but it demands careful planning, unwavering dedication, and a profound sense of purpose. In this guide shared by the BLG Business Venture Clinic, we will elucidate key strategies to assist teenagers in realizing their entrepreneurial aspirations and charting a course towards success. Look Into the MarketAt the heart of any thriving business lies the fundamental task of recognizing unmet needs in the market. This forms the bedrock upon which to develop innovative products or services that address these real-world problems. By addressing these issues, your entrepreneurial endeavour gains a sense of purpose and relevance. This positions your business favourably in the eyes of potential customers and investors, a pivotal step towards building a flourishing enterprise. Passion-Driven Ventures Teenagers can significantly enhance their chances of success by pursuing businesses that align with their genuine passions. Passion serves as a catalyst for acquiring deep knowledge, nurturing creativity, and cultivating the resilience necessary for thriving as an entrepreneur. When you love what you do, obstacles become opportunities rather than impediments, propelling you forward on your entrepreneurial journey. Leverage Free ResourcesIn the age of digital abundance, numerous free or cost-effective resources tailored for young entrepreneurs await exploration. Online courses, startup incubators, and government programs are among the treasures designed to support and nurture your business growth. Take advantage of these resources, as they can provide valuable insights, skills, and connections that are indispensable for your pursuit of entrepreneurial success. Seek MentorshipEntrepreneurship is not a solitary endeavour. Seek out mentorship programs to elevate your business acumen. Experienced mentors, with their wealth of knowledge and insights, offer guidance that transcends textbooks and formal education. Their network can open doors and provide critical perspectives essential for navigating the complexities of entrepreneurship. Online PresenceEstablishing a strong online presence is non-negotiable in today's digital landscape. The foundation of this presence lies in a professional website and active engagement with your audience through social media. Your online presence serves as a virtual storefront, a medium through which you can build trust, expand your reach, and cultivate meaningful connections with your target audience. Credibility and visibility are pivotal. Secure FundingSecuring adequate funding is a crucial step on the path to business success. Explore various avenues, including crowdfunding, grants, or seeking investments from family and friends. Regardless of the source, a meticulously crafted business plan is your most potent tool in attracting potential investors. It showcases your vision, strategy, and the tangible returns they can expect from supporting your venture. Budget Management Sound financial management is the foundation of a prosperous enterprise. Develop a comprehensive budget plan to oversee and allocate resources judiciously. A well-structured budget ensures informed decision-making, preventing the pitfalls of overspending and promoting financial stability. This fiscal acumen is not only essential for the short term but also a critical factor for the long-term viability of your business. Effective Marketing In a competitive marketplace, effective marketing is your guiding light. Establish a strong brand identity, commencing with a compelling logo that leaves a lasting impression. Building brand awareness and distinguishing your business from the competition necessitates strategic marketing campaigns and creative messaging. In today's dynamic landscape, online logo makers and digital marketing strategies can be invaluable assets in this endeavour. The entrepreneurial journey embarked upon during one's teenage years is a formidable yet rewarding odyssey. It hinges on your ability to identify market needs, pursue your passions, leverage available resources, seek mentorship, establish a commanding online presence, secure essential funding, prudently manage your budget, and execute effective marketing strategies. Remember, success in entrepreneurship is not tethered to age but rather to your unwavering determination, innovative spirit, and steadfast commitment to your goals. As a teen entrepreneur, you possess the potential to make a lasting impact on the business world. Embrace this voyage, letting your passion steer you forward. Written by Justin Chia
JD Candidate 2025 | UCalgary Law The emergence of artificial intelligence (AI) across many sectors of society has been a source of excitement and concern, depending on who you ask. From a business standpoint, AI is thought to jumpstart the rise of start-ups developing innovative and creative ideas centring around this exciting technology and, in turn, generating upside in profits. So far, this prospect has not quite materialized to the extent anticipated. The multi-billion-dollar investments in AI are largely confined to a small bubble of start-ups in Silicon Valley.[1] However, prominent Venture capitalists seem more than willing to invest in AI start-ups, meaning a boom in AI start-up investment in the near future is certainly not out of the question.[2] There are several potential barriers to a boom in AI start-up investments, but I will limit this discussion to 2 key sources: 1) greedy tech giants and 2) high costs of entry. One of the more misguided propositions in the start-up space is that competition triggers innovation, leading to profits. This is partly true, but most profits generated by competition and technological innovation, such as AI, go directly to the multi-national, multi-billion-dollar companies with the resources to exploit this technology for profit. Tech giants, such as Google, Apple, Microsoft and Amazon, have gotten significantly richer with advancements in AI and the subsequent hype amongst investors.[3] Efforts by growth companies to crack into the AI space and rake in some of these profits only boost profits for these tech giants who use innovation to create barriers to entry for start-ups. This is not limited to AI but is instead a product of the corporate system. Established companies view new innovations as opportunities to generate profit, which leaves little room for start-ups to join the party. A closely related explanation is the high costs for start-ups in accessing and developing AI technology and the uncertainty amongst investors regarding the viability of AI start-ups. The high costs of developing and maintaining AI are significant barriers to growth for start-ups, especially when investments are flowing through at a consistent rate. Add to this the myriad of legal fees, including the costs associated with incorporation, filing a patent application, financing agreements and employment. Lawyers play an important role in ensuring AI start-ups' immediate and long-term success. Critically, lawyers must help AI start-ups choose and implement a legal structure that reflects present needs and can adapt to future circumstances.[4] Lawyers will also be key in ensuring that a start-up complies with the relevant legislation, as the last thing that a start-up needs is unnecessary litigation and its costs. Another key area that a lawyer can be of use, especially in the context of AI, is ensuring that the start-ups’ intellectual property is adequately protected. Lawyers will help start-ups choose the type of IP most suitable for their invention or idea. In most cases involving technological innovations, a lawyer will assist start-ups in preparing and filing patent applications, which grant inventors exclusive rights to their inventions.[5] In addition to protecting IP, lawyers will help AI start-ups raise capital by ensuring that the minute book and other relevant documents are prepared to comply with the law. Lastly, and maybe most importantly, lawyers will advise AI start-ups on the appropriate exit transaction/strategy. Most tech and AI start-ups with sufficient funding tend to be acquired, as opposed to going public through an IPO, but a lawyer will be in the best position to determine which option is most viable for the company, given the circumstances.[6] Suffice it to say, the AI start-up landscape remains uncertain, though promising in some respects. One thing that is certain, however, is that lawyers will play an integral role in helping AI start-ups navigate this landscape and hopefully thrive amidst the challenges. [1] “Silicon Valley Startups lean into AI boom” (9 September 2023), online: Axios <https://www.axios.com/2023/09/09/startups-ai-venture-capital> . [2] “The big risk behind the AI investment boom” (23 October 2023), online: Axios https://www.axios.com/2023/10/23/venture-capital-ai-risk-investment. [3] “AI gave tech giants a $2.4 trillion boost to their market caps in 2023”(17 October 2023), online: CNBC <https://www.cnbc.com/2023/10/17/amid-ai-buzz-big-us-tech-giants-add-2point5-trillion-in-market-cap.html>. [4] Bryce C Tingle, Start-up and Growth Companies in Canada: A guide to Legal and Business Practice, 3rd ed (Toronto: LexisNexis, 2018) at 4. [5] “Tips for Startups – Intellectual Property and its Value to Your Company” (August 2016), Online: McMillan LLP <https://mcmillan.ca/insights/tips-for-startups-intellectual-property-and-its-value-to-your-company/>. [6] Ibid at 16. Written by Ali Abdulla
JD Candidate 2024 | UCalgary Law When incorporating under the Alberta Business Corporations Act [ABCA],[1] a Notice of Corporate Address[2] must be sent to the Registrar along with the Articles of Incorporation.[3] The Notice of Corporate Address Form contains language that may be confusing, as it refers to (1) the address of the registered office, (2) the records address, and (3) the address for service by mail. For clarity, we explain each of these terms below:
All of the above addresses must be in Alberta. Note that if the directors of the corporation change the address of the registered office, records office, or address for service of the corporation, they must notify the Registrar within 15 days of such change.[10] To end, we briefly note that a corporation under the ABCA must also appoint an agent for service through a Notice of Agent for Service.[11] An agent for service is a resident Albertan who can accept notices and documents on behalf of a corporation, and is often a lawyer at a law firm.[12] [1] Business Corporations Act, RSA 2000, c B-9 [ABCA]. [2] Notice of Address Form accessible online at <https://www.alberta.ca/business-organization-forms>. [3] ABCA, s 20(2). [4] ABCA, s 20(1); see also Notice of Address Form at 2. [5] ABCA, s 20(6). [6] ABCA, s 20(2)(b); see also Notice of Address Form at 2. [7] ABCA, s 21(1). [8] ABCA, s 20(7). [9] ABCA, s 20(2)(c); see also Notice of Address Form at 2. [10] ABCA, s 20(5). [11] ABCA, s 20.1(1). [12] Government of Alberta, "Incorporate an Alberta corporation" (2023), online: <https://www.alberta.ca/incorporate-alberta-corporation>. |
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