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Glossary

From “allocation” to “working capital,” every term you’d ever need to know to be a VC investor.

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3(c)(1) Fund

3(c)(7) Fund

409A Valuation

506(c) Fund

A

Accredited Investor

AUM

Allocation

B

Beneficial Owner

Blocker Structures

Broker-Dealer

Blue Sky Fees

Bridge Round

C

Convertible Debt/Convertible Note

Common/Preferred Stock

Carry Share

Cap Table

Cap/Uncapped

Control Person

Co-Investors

Carried Interest (Carry)

Capital Call/Drawdown

D

Deal Memo

Down Round

Discount

E

Effectively Connected Income (ECI)

Exit

Exempt Reporting Adviser

F

Family Company

Family Office

Form ADV

Fund of Funds

G

General Partner/Deal Lead

General Solicitation

GP's Lead Commitment

I

Individual Income

Information Rights

Investment Instrument

Internal Rate of Return (IRR)

J

Joint income

Knowledgeable Employee

K

KYC/AML

L

Liquidation Preference

Liquidity

Look-Through Rules

LP/Investor

M

Management Company

Management Fee

Most Favored Nation (MFN)

N

Net Worth

P

PFIC (Passive Foreign Investment Companies)

Pre-Money/Post-Money Valuation

Pro-Rata Rights

Q

Qualified Purchaser

Qualified Client

Qualified Small Business Stock (QSBS)

Qualifying Investments

R

Recycling

Registered Agent

Runway

Registered investor Advisor (RIA)

Right of First Refusal

S

SAFE

Secondary Transaction

SPV (Special Purpose Vehicle)

Series LLC

Side Letters

T

Tax Shelters

Term Sheet

Total Value Paid In (TVPI)

U

Unrelated Business Taxable Income (UBTI)

V

Venture Capital Adviser Exemption

Venture Round

So, ready to roll?

So, ready to roll?

So, ready to roll?