Category: Incorporation

Luckily, and unlike most states, Delaware has a free online system for checking legal entity name availability.  That system can be found here. It is relatively easy to use and will make your filing process more efficient. For example, if you file a certificate of incorporation with a name that is already taken, your filing…

Are you planning on getting venture funding or do you want to sell your tech startup for a big chunk of change one day? Then it’s extremely likely your startup should be a Delaware C-Corp. A disturbing trend has emerged in the last couple of years with “startup lawyers” recommending new startups incorporate as an…

One of the most asked questions I receive when setting up new startup companies is “Do my vesting shares have any voting rights?”  Or in other words,  does a stockholder only get to vote based on their amount of vested shares?  Since most of the times a founder subjects their entire share amount to a vesting…

A Right of First Refusal provision provides a startup with the right to step in place of a prospective 3rd party purchaser when a current stockholder desires to sell their stock. That is, the startup has the right to purchase and redeem any of its stock prior to such stock being sold to another prospective stockholder. …

A startup founder’s desire to hold equity better than plain-vanilla common stock isn’t new.  Several years ago, Series FF stock for founders was all the rage when it came to founder liquidity at subsequent financing rounds. We implemented Series FF for a handful of clients back then but we haven’t done so recently. In the past couple years, we’ve been…

Due primarily to monetary constraints, many founders maintain a separate job (i.e., “day job”) during the initial stages of their startup. This is usually the case whether or not the startup is incorporated, and is a common way for the co-founders to self-fund or otherwise hedge their bet prior to a startup’s seed round of financing.  However,…

I thought I would expand upon and update my “If I Launched a Startup” post from 2010 to include recent issues such as incubators and crowdfunding. So in 2014, here’s what I’d do in the beginning: Incorporation (1) When: As soon as I was serious about making my startup a business, but after I checked…