Up and Running

AUGUST 6, 2014

Currently this structure is available in Arkansas, California, Colorado, Delaware, Florida, Hawaii, Illinois, Louisiana, Maryland, Massachusetts, New Jersey, New York, Oregon, Pennsylvania, Rhode Island, South Carolina, Vermont, Virginia, and Washington D.C., Maryland was the first U.S. state to adopt this structure in 2010. Bcorporation.net.

Rhode Island 107

Rhode Island North Dakota Louisiana Vermont 107

Berkonomics

JULY 23, 2020

Does the board declare dividends upon the preferred stock invested in order to increase the amount paid out to the preferred – at the expense of the common – shareholders, which usually includes the founder(s)? A Delaware court decision may protect you. There is a time for all investors and founders to celebrate.

Delaware 62

Delaware Liquidation Preference Preferred Stock Early Stage 62

Campus Entrepreneurship

JANUARY 17, 2012

Entrepreneurship is a way of thinking and acting,” said Terrell, a supplemental faculty member in the Department of Business Administration in the University of Delaware’s Alfred Lerner College of Business and Economics. Cabot, co-founder of Dankso, was one of the final entrepreneurs to share her story with the class.

Delaware 34

Delaware Denmark Cofounder America 34

Austin Startup

JUNE 14, 2017

Because most startups generally incorporate in Delaware for reasons discussed throughout the startup blogosphere, local state law only plays a small role in most of the legal issues that startups deal with (usually local employment law); and for those issues, most startup lawyers collaborate with local employment lawyers.

Silicon Valley 48

Silicon Valley Houston San Antonio Austin 48

Gust

OCTOBER 11, 2012

That is, if all you have is a good idea, the reality is that you are highly unlikely to be able to get funding from anyone at all, even if you are a Delaware C corporation with gilt edge stock certificates.

Delaware 122

Delaware Stock Options Cofounder Stock 122

Startup Professionals Musings

FEBRUARY 1, 2016

Founders generally need more focus on the market sizing, volume projections, cost details and margin expectations to balance the optimism of their passion for the idea. Founder’s stock may be taxed at time of incorporation. Co-founder and equity negotiations work best if you own all the equity.

Intellectual Property 120

Intellectual Property LLC Limited Liability Company Nevada 120

YoungUpstarts

SEPTEMBER 6, 2011

If you know anything about America’s beer history, you would know that Sam Calagione, the founder of Dogfish Head Brewery, is one of the industry’s leading pioneers and innovators in the craft brewing segment.

Delaware 145

Delaware America Channel Founder 145

The Startup Lawyer

MARCH 17, 2010

2) State of Incorporation: Delaware. (3) 6) Initial Founders Issuance: 8,000,000 Shares. (7) 7) Founders Equity Split: Depends on the Team, But Quickly and After the Awkward & Difficult Conversations. (8) 8) Vest Founders Shares?: 9) Vesting Schedule for Founders Shares: 4 years with a One Year Cliff. (10)

Accredited Investor 112

Accredited Investor Delaware NDA Vesting 112

The Startup Lawyer

MARCH 17, 2010

2) State of Incorporation: Delaware. (3) 6) Initial Founders Issuance: 8,000,000 Shares. (7) 7) Founders Equity Split: Depends on the Team, But Quickly and After the Awkward & Difficult Conversations. (8) 8) Vest Founders Shares?: 9) Vesting Schedule for Founders Shares: 4 years with a One Year Cliff. (10)

Accredited Investor 112

Accredited Investor Delaware NDA Vesting 112

Gust

DECEMBER 8, 2011

Likewise, founders can benefit from understanding basic characteristics of the overall legal structure, formation and governance documents, rights and responsibilities of team members, etc. Determine who will serve on the Board of Directors and in executive officer positions (usually founders).

Intellectual Property 139

Intellectual Property Non-disclosure Agreement Delaware Stock 139

Feld Thoughts

AUGUST 26, 2011

The investments by the founders created two transactions. Since SayAhh is a C corporation that is incorporated in Delaware, they decided to have a very low non-zero par value for their shares, set at $0.00001, to prevent higher franchise stock taxes.

Balance Sheet 128

Balance Sheet Cofounder Cap Table Delaware 128

Berkonomics

AUGUST 29, 2013

Does the board declare dividends upon the preferred stock invested in order to increase the amount paid out to the preferred – at the expense of the common – shareholders, which usually includes the founder(s)?

Delaware 66

Delaware Liquidation Preference Liquidity Event Preferred Stock 66

Up and Running

AUGUST 21, 2014

Method, the popular cleaning products company, is a registered benefit corporation in the state of Delaware. Maintaining your mission long term: Something that is important to a lot of founders and owners of benefit corporations is the idea of sustainability. Image via methodhome.com.

Rhode Island 110

Rhode Island South Carolina Delaware Louisiana 110

Up and Running

MAY 23, 2016

“If you can fix a problem for someone and do it better, quicker, and/or cheaper than your competitor, you’re off to a good start.” – Gabriel Kuperman, founder and CEO of CuePin. We created UpKeep to fill this void—a cloud-based solution that was affordable for any size business.” – Ryan Chan, founder of UpKeep.

Software Review 74

Software Review Software Delaware Forecast 74

Scott Edward Walker

NOVEMBER 2, 2011

Incorporate in Delaware and qualify the company to do business in the state in which its principal office is located (see #2 here ). Set-up vesting schedules for the founders (see post here ) and file 83(b) elections with the IRS (see #3 here ). Form a corporation — not an LLC (see post here ) or a partnership (see post here ).

Accredited Investor 111

Accredited Investor Stock Options Delaware Silicon Valley 111

www.copelandfirm.com

OCTOBER 21, 2010

Home About Fee Arrangements Location Referrals Testimonials Business Law HUB Certification Mergers & Acquisitions Startup Advice Intellectual Property Copyrights Trademarks Securities Law Debt and Bridge Financing Series A Startup Law Entity Formation Corporation LLC Series LLC RSS Founders Shares: How do you split them up?

Intellectual Property 40

Intellectual Property Founder Vesting Bridge Financing 40

ReadWriteStart

JUNE 5, 2012

Virgin Islands,” five states - Delaware, Maine, New Jersey, New York, and Oregon - already have active SEA programs. Department of Labor just announced that $35 million in funds were available to “develop, enhance and promote SEA programs in all 50 states, the District of Columbia, Puerto Rico and the U.S.

Puerto Rico 149

Puerto Rico District of Columbia Virgin Islands New Jersey 149

Scott Edward Walker

JULY 27, 2011

Indeed, whether a minority common stockholder is a founder, an advisor or even a friends/family investor, such stockholder will usually not be contractually granted any of the rights that are typically granted to preferred stockholders. Accordingly, I thought it would be helpful to examine these non-contractual rights. 1) Inspection Right.

Delaware 49

Delaware Liquidation Preference Redemption Los Angeles 49

Scott Edward Walker

OCTOBER 27, 2015

We charge a flat fee of $2,000, plus filing fees, for up to three co-founders and it includes unlimited phone calls and emails. Thus, founders never have to worry about picking-up the phone and asking their lawyers questions. Indeed, we have done more than 300 Startup Packages and the appeal is obvious: no billable hours.

Intellectual Property 40

Intellectual Property Accredited Investor Vesting Delaware 40

Up and Running

SEPTEMBER 16, 2011

However, if you are planning to move to another state in the future, it would make sense to consider Delaware. Jeff Unger is a lawyer and the founder of eMinutes. The best rule of thumb is that it makes sense to form the company in the state where you are doing business. HOW DO I SELECT A CORPORATE NAME?

LLC 80

LLC Nevada Delaware CPA 80

Scott Edward Walker

FEBRUARY 1, 2014

different perspective as a lawyer (lots of phone calls from founders with problems). you want to form a Delaware corporation. Zuckerberg” problem – IP is not assigned to the company by the founders and/or third-party developers (including in foreign countries). One-year cliff appropriate if you don’t know your co-founder.

Software Review 111

Software Review Delaware Accredited Investor Due Diligence 111

Scott Edward Walker

FEBRUARY 1, 2014

i) Rule 506 preempts State law, which means all you have to do is file a Form D and pay a filing fee; and (ii) no disclosure requirement/PPM Possible to sell to “friends and family” (e.g., issues to address include: How have they treated their other portfolio companies? Are they good guys or jerks? Can they be counted-on and trusted?

Software Review 111

Software Review Delaware Accredited Investor Due Diligence 111

Feld Thoughts

AUGUST 12, 2011

When we were last with Dick and Jane on Finance Fridays, our fearless entrepreneurs were figuring out how to split up their founders equity and account for an investment from Jane. as a C-Corp in Delaware.

Balance Sheet 136

Balance Sheet Forecast Cap Table Early Stage 136

YoungUpstarts

OCTOBER 13, 2015

by Cristian Rennella, founder of Mejor Trato. Secondly, if we are for example, launching our business venture in the United States, then we should think about where we should be incorporated, and there the best option is Delaware. Participation. I will be very direct for this point.

Delaware 100

Delaware Technical Review United States Vesting 100

ithacaVC

AUGUST 29, 2011

Likely it will be a corporation set up in Delaware (typically referred to a DE corp). A big question that company founders often have is “how many directors do I need?” When you set up the DE corp initially, it is common for all the founders, assuming near equal ownership, to be board members.

Delaware 49

Delaware Equity LLC Founder 49

David Teten

JANUARY 21, 2021

This essay is part of a series on alternative VC: I: Revenue-Based Investing: a new option for founders who care about control. III: Why are Revenue-Based VCs investing in so many women and underrepresented founders? II: Who are the major Revenue-Based Investing VCs? IV: Should your new VC fund use Revenue-Based Investing?

Equity 78

Equity Revenue Cofounder Colorado 78

Scott Edward Walker

JULY 7, 2011

What Are the Key Issues for Founders? There are several issues founders should focus on in connection with redemption rights. First, founders should push back to knock them out entirely because, as noted above, they are not the norm and rarely implemented. Again, the founders should push back hard.

Term Sheet 49

Term Sheet Redemption Venture Capital Preferred Stock 49

Bryce Dot VC

FEBRUARY 12, 2015

Each of these in person discussions has helped us to better get a sense for what’s resonating, what red flags need to be addressed and how founders are viewing what it is we’re trying to do. From these meetups it’s clear that many founders are just interested in the money, which is obviously understandable.

San Francisco 40

San Francisco Distribution Equity Delaware 40

The Startup Lawyer

MARCH 11, 2010

A variety of model startup seed funding docs have been released in the past year or so: TechStars Series AA Preferred , YCombinator Series AA Preferred , and TheFunded Founder Institute’s Plain Preferred. First, most if not all the model seed docs assume your startup is a Delaware corporation.

Delaware 49

Delaware Hockey Stick Preferred Stock Open Source 49

The Startup Lawyer

MARCH 11, 2010

A variety of model startup seed funding docs have been released in the past year or so: TechStars Series AA Preferred , YCombinator Series AA Preferred , and TheFunded Founder Institute’s Plain Preferred. First, most if not all the model seed docs assume your startup is a Delaware corporation.

Delaware 45

Delaware Hockey Stick Preferred Stock Open Source 45

Scott Edward Walker

APRIL 9, 2012

As a result, the pendulum has swung dramatically in the founders’ favor, and the issuance of convertible notes for seed financing has never been more prolific. and (iii) what securities laws do founders need to worry about in connection with the issuance of convertible notes? This post was originally published on TechCrunch.]

Preferred Stock 87

Preferred Stock Finance Common Stock Liquidation Preference 87

Pascal's View

MARCH 8, 2010

I recently spent some time answering a series of such questions posed to me by Susan Mangiero , the founder and CEO of Investment Governance, Inc., whose site Fiduciary X , is an emerging “one-stop best practices information portal for investment decision-makers and their service providers.” entitled to receive from a VC fund?

Limited Partner 28

Limited Partner Government Delaware LP 28

The Next Web

JUNE 19, 2012

Under the relatively fresh ‘TNW Profile’ banner, we regularly shine a light on great European entrepreneurs and startup founders, to learn more about their journey and their business, and what drives them personally. A fun fact – the Delaware company behind Credictive is actually called Rainbows and Unicorns Corp.

San Francisco 136

San Francisco Cofounder Founder Poland 136

Duct Tape Marketing

DECEMBER 27, 2011

Appletree Answers , a professional telephone answering service and call center headquartered in Delaware, has distilled their list to the following elements with detailed descriptions attached to each: Employees are Critical. Think Like a Customer. Integrity Matters. Small Details are Huge. Be Quick, But Don’t Hurry. Spirited Fun.

Delaware 60

Delaware Dividend Leadership Employee 60

Startup Company Lawyer

APRIL 23, 2009

Adeo Ressi , the founding member of The Funded , recently announced the establishment of The Funded Founder Institute. The program participants, the Founders, receive extensive training in weekly sessions overseen by three Mentors – two seasoned CEOs and one domain expert for each topic. Protective provisions.

Common Stock 33

Common Stock Stock Dividend Delaware 33

www.foliomag.com

JULY 31, 2012

PaidContent.org Founder Launches Travel Media and Data Company. MOST READ on FOLIO: F+W Acquires Aspire Media. Merging Brands with Technology. Defining Mobile Opportunities and Strategies. Reports: Major Layoffs at Spin. FOLIO: Alerts & Newsletters. Sign up for our news alerts, special offers & feature updates: Your Email Address. Trade Show.

Social Media 40

Social Media Rhode Island Media South Dakota 40

abovethecrowd.com

NOVEMBER 28, 2022

With such guardrails in place, the company may have evolved in an entirely different direction, which would have been better for both founder and investor alike (especially vs. absolute failure). Some founders unfortunately have an explicit aversion to audits. Corporate malfeasance is an ugly game that is best avoided. . Just say no.

Venture Capital 113

Venture Capital Non-Compete Government Delaware 113