Author: Ryan Roberts
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Up Up Down Down Left Right Left Right B A Start
If you recognize this post’s title, then you are always welcome at my table. For those of you in the dark, the title of this post is the secret code from the video game Contra. The Contra secret code let the video game player begin Contra with 30 lives. 30 lives on Contra was virtual…
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Should a Founder License IP to a Startup?
Often a startup founder will desire to license his or her intellectual property to a new startup venture, rather than transfer ownership to the startup at incorporation via a technology assignment agreement. This is a bad idea. Founder IP License Problem Even if the founder offers the startup a completely startup-favorable license, the founder IP…
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Lockdown Lost-Founder IP
If you won the lottery today, how many long lost relatives (that you don’t recall) would come out of the shadows of your family tree to test the generosity of their favorite relative? I’m willing to bet a few. Now if your startup received a $5MM Series A investment from a venture capital firm, how…
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The Startup “Hyphen” Must Die
It’s time for the entire startup world to cease spelling “startup” with a hyphen. I realize that most dictionaries have “start-up” as the main entry. But if “vlog” and “webisode” can be added to the dictionary, I’m pretty sure the startup hyphen can be eliminated from those same reference books. In addition to just looking…
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Saks Does Not Take Restricted Stock
It’s no secret that a good founder team is an essential step for a successful startup venture. You hope that your co-founder has the mental toughness to stay strong through the bootstrapping process where short-term milestones typically go unrecognized and bank accounts dwindle. But what about your co-founder’s wife, husband, girlfriend or boyfriend? Your Partner’s…
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How to Protect Directors on Your Startup’s Board
Startups often desire to shield members of their board of directors from personal liability in connection with their duties on the board. And sometimes potential board members are hesitant to join a startup’s board without sufficient personal liability protection. Therefore, startups can protect their directors in a few ways: (1) Indemnification The startup can include…
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25102(f) Notice: Only in California
Founders must pay special attention when their startup issues securities–even when those securities are issued to themselves at incorporation. Whether or not founders realize it, they are issued their founders stock via an exemption from registration at both the federal and state level. The federal exemption most likely available for founders is Section 4(2) of…
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What is Four Years With a One Year Cliff?
Four Years with a One Year Cliff is the typical vesting schedule for startup founders’ stock. Under this vesting schedule, founders will vest their shares over a total period of four years. The one year cliff means that the founders will not get vested with regards to any shares until the first anniversary of the…
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The Delaware Franchise Taxes Freak-Out
The New Year. For some, it’s time to reflect on the past and look forward to the future. For others, it’s time to make resolutions to change for the better. But for me, it’s time to respond to client inquiries regarding their apparent 5-figure bill for Delaware franchise taxes due March 1. Here’s how to…