Document 12072832

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Structure
UNCW Research Foundation (RF)
• Pursuant to State statute and UNC regulations, the constituent
institutions are encouraged to establish university associated
entities.(N.C.G.S. §116-30.20)
• These associated entities provide operating efficiencies in a variety of
areas – and are particularly helpful in the areas of fund-raising and
intellectual property management and development.
• The UNCW RF was established to support and develop university
intellectual property and enhance the university’s role in business and
economic development in North Carolina.
• The UNCW RF is a recognized 501(c)3 and 509(a) supporting entity
of the University operating consistent with UNC Reg. 600.2.5.2,
governing the establishment and operation of university associated
entities.
Chancellor Strategic Initiative:
Center for Innovation & Entrepreneurship (CIE)
Serving as a catalyst for economic and business development
in the Wilmington metropolitan area
Accelerator = Value Added Incubator + Fund
Entrepreneurship Support
New Company Funding Sources
CIE
Mission: The CIE provides support for entrepreneurs, business structuring and
concepts, translational UNCW intellectual property, management support, identification
of funding alternatives, business maturity development, and advice and counsel from
the Small Business and Technology Development Center (SBTDC).
Fulfillment of Need for the Inclusion of Early,
Mid and Late-Stage Funding Opportunities
VENTURE CAPITAL FUND
• Privately managed and operated
• Committed to local and regional business
development and location in NC
• The Fund will be assisting newly established
portfolio companies operating initially in the
CIE
Profits Interest in Favor of UNCW RF
• VC Fund has no formal or contractual relationship with
UNCW, mitigating possible exposure to the institution.
• In lieu of rent at the CIE, the Fund will confer an equivalent
capital credit or profits interest to the RF as consideration for
the fund’s occupancy in the CIE.
• In order to carry that interest, the profits expectancy needs to
be placed in a for-profit entity so the interest neither
compromises the tax-exempt status of the Research
Foundation in the eyes of the IRS nor subjects the RF to
unnecessary risk.
Structure
Request for Approval
For these reasons, the university is proposing the approval
of a for-profit blocker corporation to receive and hold the
profits interest on the RF’s behalf.
UNC 200.2.5.2[R] requires BOG approval of the establishment of a for-profit
associated entity.
Q&A
Liability & Tax Solution:
Use of For-Profit Blocker Corporation
§ 116-30.20. Establishment of private, nonprofit corporations.
The Board of Governors of The University of North Carolina shall
encourage the establishment of private, nonprofit corporations to
support the constituent institutions of The University of North Carolina
and The University System. The President of The University of North
Carolina and the chancellors of the constituent institutions may assign
employees to assist with the establishment and operation of a
nonprofit corporation and may make available to the corporation office
space, equipment, supplies, and other related resources; provided, the
sole purpose of the corporation is to support The University of North
Carolina or one or more of its constituent institutions.
Private Funding Connections
NC IDEA FUND
Individual Angels
Pivot Pitch (GroTech and Southeast Interactive)
IndieGogo
Seahawk Innovation Fund
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