The National Venture Capital Association (NVCA) model legal documents are essential tools for venture capital financing transactions, providing a standardized starting point for negotiations. The recent updates to these forms reflect the evolving legal landscape and market practices. This article aims to explain these changes and provide the rationale behind them.
The Delaware General Assembly recently revised the Delaware General Corporation Law (DGCL) Section 122(18), which expressly authorizes the types of shareholder agreements forbidden under West Palm Beach Firefighters’ Pension Fund v. Moelis & Co. (Moelis). Notably, these changes do not modify directors’ fiduciary duties. Recent revisions to the NVCA model legal documents take a balanced approach in response to these developments.