May 23, 2023

Funding Your Startup? Here Are Some Regulatory Concerns and Alternatives to the Traditional Route

Just a few short years ago, building a successful startup involved one tried-and-true path to capital and growth: a traditional funding series beginning with friends and family and leading to VC firms and angel investors. Since that time (a short but dizzying trip), new options have appeared on the funding landscape and evolved very quickly.

For example, as blockchain technology became available and Bitcoin prices surged, startups began financing their operations using Initial Coin Offerings, which in many cases led to quick but unstable fundraising vehicles. ICOs are still an option for those who would rather avoid VC funding, but the SEC has turned a sharp eye on the practice, and startup owners must be ready to assure regulators that their ICOs are based on simple tokens, not securities designed as investment instruments.

Now, ICOs might come with stringent requirements that protect investors, and so do traditional funding rounds. Most enterprise-level investors will conduct due-diligence examinations to make sure a given startup can check every relevant box related to both financial security and data management practices. (Any startups hoping to attract these investors will need to comply with HIPAA and GDPR requirements, and are advised to make sure their practices align with the five “trust principles” of voluntary SOC 2 compliance).

If you aren’t sure your startup can cover these hurdles just yet, you aren’t alone. Rigorous compliance can take time, money, and professional and legal guidance. You certainly can climb this mountain (our team can help!) but in the meantime, a few options are available that can help springboard your shoestring startup to a more competitive level with a bit more breathing room. Before you begin your funding series, consider these alternative paths:

Crowdfunding

Standard online platforms for crowdsourcing are generally approved by the SEC and they typically vet companies before stepping in to serve as an online investment bank. This opens the door to multiple investors that can contribute as much as they want depending on their interest in the company. 

Convertible notes

By using convertible notes, investors who put money into your business will receive a stake in the business in return (equity), instead of repayment and interest. This is a form of short term debt that many investors consider safe and reliable. Other benefits include less legal hassle, no requirements to place a valuation on the company, and the fact that they’re a stepping stone towards other financing options.

Merchant cash advances

This option allows a number of merchants to provide the startup with an advance. A credit card processing company then takes a percentage of each transaction and hands it back to the merchants until the debt is repaid. Conveniently, the repayment process begins the minute the company starts doing business.

Keep in mind that each of these options will still bring regulatory and legal requirements (though these requirements may be more lenient than those brought by more traditional options). For guidance that will fit both your business goals and your budget, get in touch.

We’re here to help.

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Frequently Asked
Questions

What type of compliance standard can you help with?

We help our clients based on their needs. The majority of our contracts involve SOC-2, HIPAA, and most recently GDPR. Feel free to ask us if we can help with your particular case. If we aren't able to, we can most likely recommend you to someone who can.

How long does a SOC 2 engagement usually take?

We move as fast as our clients are able to make progress. Our fastest client to date got their SOC-2 Type I four months after signing our engagement letter. That record is up for grab if you are up for it.

In our experience however, it takes 6-9 months to achieve a SOC-2 Type I,  and 3-6 additional months to obtain a SOC-2 Type II report.

Which standard do you follow for your security policies?

All of our security policies follow the ISO-27001 standard. The Confidentiality, Integrity, and Availability standards cover the range of standards we like to work with for SOC 2.

Why do we have to become SOC 2 compliant if we are relying on AWS which is already compliant?

SOC 2 stands for Service Organization Control, meaning your clients are interested in understanding your controls, not your hosting provider’s control. As part of your vendor assessment we recommend reviewing AWS’ SOC 2 report, but relying on their report is not enough to become SOC 2 compliant.

Who is behind SOC 2?

The American Institute of CPAs. The AICPA is an established and respected organization that provides two forms of audits to companies that demonstrate evidence of a secure data-protection infrastructure. A Type I is a point in time audit that addresses the company’s description of its system, the suitability of the system’s design, and the effectiveness of its internal data controls. A Type II report happens over a period of time and emphasizes design and also focuses on the validity of the company’s controls.

Are SOC 2 reports a legal obligation?

No, but most enterprise level organizations that engage with sensitive data (again, almost all of them) have an obligation to their stakeholders to prove due diligence regarding data security, which means they’ll want to vet their service providers using this tool. SOC 2 can help these prospective service providers set themselves apart from the competition. Just as important, a SOC 2 report represents a meaningful and respected signifier of trust.

What can happen to a company without a SOC 2 report?

A lack of a SOC 2 report won’t result in legal problems, but it can and will limit outside assessments of the company’s commitment to data security. When large-scale clients look for providers, or large-scale backers look for a likely return on their investment, they don’t want concerns about security to stand in the way. Trust is a chain made of links that have each been put the test and have proven their ability to withstand pressure and scrutiny. Company leaders are wise to let SOC 2 auditors apply this pressure so their clients and backers don’t have to.

When is it too late for a SOC 2 audit?

Never. Even companies that have been in business for years but have never obtained a SOC 2 report can—and should—take steps in this direction now. Being compliant with SOC 2 can open the door to a broader base of more significant clients and larger contract opportunities. That being said, startups in the threshold of the marketplace, and new business owners who hope for an eventual public offering, should obtain a SOC 2 report during the development and financing process. By the time the company approaches Series B and C fundraising rounds, a report should be in hand.

How complicated is the auditing process?

The auditing process can be easy, or complicated depending on your level of preparation.

Preparing for the audit can take some time, attention, and the guidance of reliable data security experts. Don’t leave any part of this process to chance. Approach SOC 2 compliance one step at a time, and start by contacting a consulting firm with track record of experience in your area of the marketplace.