What is Corporation Dissolution?
Dissolution is the process by which a corporation terminates its existence. Corporations may choose to dissolve for a variety of reasons. Some of the most common reasons for terminating a…more
Common Features of Preferred Share Investments in Startups -
Venture capitalists and other early stage investors typically invest in startups and emerging growth companies through preferred shares (normally with…more
What is ERISA?
The Employee Retirement Income Security Act of 1974 (“ERISA”) protects the interests of employee benefit plan participants by establishing strict standards of conduct for “plan fiduciaries” – i.e., persons…more
A stock purchase agreement is the main transaction document for a stock acquisition. It governs the transfer of title and sale of shares of a corporation’s stock to the purchaser. The document sets forth the critical details of…more
One of the first hurdles an entrepreneur has to clear when starting a business is which entity type to choose when registering her business. There are many forms to choose from with different tax implications and different…more
Entrepreneurs seeking angel funding should pay special attention to the recent Halo Report, a joint release by Silicon Valley Bank, CB Insights and Angel Resource Institute. The report looks at 783 deals including angel…more
By now most entrepreneurs who have sought or will seek venture funding have learned that venture capitalists typically prefer to invest in C Corporations and will not invest in pass through entities such as a limited liability…more
When an employee or service provider receives stock that is subject to vesting, they should immediately consider how that stock might be treated under Section 83 of the Internal Revenue Code. Stock grants subject to Section 83…more
Entrepreneurs who wish to start a corporation that is strictly for profit may register either a C. Corp or an S. Corp. Should they choose not to register as a corporation they have the option to function as a partnership or…more
When deciding how to capitalize the company and issue stock to founders, most companies’ capital structure is such that the owners receive common stock while a reserve option pool of common stock is left for employees,…more
When President Obama signed the JOBS Act almost a year ago it introduced a new era of startup financing. But until the SEC makes the required rules, the fundraising bonanza known as crowdfunding that will allow companies to…more
Foreign nationals with an interest in expanding their businesses in America often find themselves trying to navigate a complicated regulatory scheme from applying for visas to understanding U.S. laws. With clients in Europe and…more
One of the most common pitfalls we see with startups is the failure to either properly register or assign the company’s intellectual property. This detail is often lost in the desire to move forward with fundraising attempts or…more
Venture capital funds don't expect startups to be well-oiled machines. In fact, they go into potential deals knowing there will be problems. These issues range from disgruntled founders to disputes over who owns a company’s…more
In fundraising negotiations with our small business and emerging growth companies clients we always have one eye on the follow on negotiations that will be necessary for the shareholders agreement. If we are lucky the investor…more
This profile may constitute attorney advertising. Prior results do not guarantee a similar outcome. Any correspondence with this profile holder does not constitute a client/attorney relationship. Neither the content on this profile nor transmissions between you and the profile holder through this profile are intended to provide legal or other advice or to create an attorney-client relationship.