management-rights-letter
Drafts management rights letters for VC/PE equity investment closings, granting investors contractual consultation, inspection, and information rights. Ensures VCOC qualification under ERISA plan asset regulations (29 CFR § 2510.3-101). Use when drafting management rights letters, VCOC qualificat...
Full skill instructions
Drafts a letter granting an investor contractual management rights in connection with an equity investment, primarily to qualify the investor as a venture capital operating company (VCOC) under ERISA.
Gather before drafting:
Flag any gaps before producing a draft.
Formal business correspondence in this order:
| Section | Content |
|---|---|
| Header | Date, investor name/address, company name/address |
| Subject line | "Re: Management Rights" |
| Recitals | Identifies the investment (series, class) and confirms agreed rights |
| VCOC purpose clause | States rights ensure VCOC qualification under 29 CFR § 2510.3-101 |
| Enumerated rights | Numbered list of management rights |
| Protective provisions | No-waiver clause, termination provision |
| Signature blocks | Company ("AGREED AND ACCEPTED:") then investor ("Sincerely,") |
Include at minimum unless the term sheet modifies:
Check term sheet or side letter for additional negotiated rights (e.g., board observer, budget approval, key hire consultation).
Key changes from the original:
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