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Case Study... Dr Allen is a shareholder in Pronovo Informatics Limited, a University spin-out company. Since the company was established based on a patent and some software created by Dr Allen, Dr Allen has come up with a new invention which Dr Allen thinks the company should also have. How would this be dealt with? It should be dealt with like any other IP. Dr Allen should complete a Disclosure Information Form and UMIP can then progress its commercialisation. Pronovo Informatics may well be the most appropriate route for the commercialisation of this IP. If that turns out to be the case, then the IP could either be licensed or transferred to the company for a cash payment or royalties, or in return for the issue of new shares in the company. If, say, 100 new shares were to be issued in the company, then Dr Allen would receive 85 new shares and the University 15 new shares, assuming no other adjustments had to be made. The existing shareholdings in the company do not have to be taken into account for this purpose. Case Study... Pronovo Informatics Limited's business is progressing well, but it needs to raise some additional cash to take its business forward. It decides to do this through a rights issue, i.e. it gives each shareholder the right to subscribe in cash for one new share for every 10 shares that they already own in the company. Dr Allen cannot afford to subscribe for these new shares. Does anything else need to happen? Under the IP Policy, Dr Allen has to allow the University or the University's nominee to take up the shares in Dr Allen's place. Dr Allen should therefore let UMIP know as soon as possible about the right to take up the shares. UMIP will be able to tell Dr Allen what needs to be said to the company. This helps protect the rights of the University in the company by making sure that the percentage shareholding of Dr Allen and the University together is not diluted by someone else coming in to take those shares. >>> 35

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