Posts tagged: legal
Why You Form in Delaware Even If You've Never Been There
Delaware is not a tax haven. It is a jurisdiction with a body of corporate law, a specialized court, and formation statutes that investors have spent decades understanding. Whether that matters for your business.
What 'We'll Figure Out the Legal Stuff Later' Actually Costs
Later is when the investor wants a clean cap table. Later is when due diligence surfaces the IP that was never assigned to the company. The three moments when this becomes irreversible.
Friends and Family Rounds: What You're Actually Asking Them to Sign
A friends and family round feels like borrowing money from people who trust you. It is also a financial and legal transaction that most participants don't fully understand at the time.
The Difference Between Manager-Managed and Member-Managed (And Why It Matters When You're Selling)
Most LLCs are formed as member-managed by default without the founders understanding what that means for third-party dealings. What each structure does and when it matters.
What a Registered Agent Does (And Why You Probably Should Not Be Your Own)
The registered agent receives service of process and official state correspondence on behalf of the company. Most people do not think about this carefully. Here is what the role actually involves.
S-Corp Elections: The Window You Don't Know You're Missing
The S-corp election is time-sensitive and most new business owners learn about it after the window has passed. What it actually does, when the deadline falls, and how to model whether it's worth it.
When a Single-Member LLC Is the Wrong Structure
Single-member LLCs are the fastest to form and the easiest to understand. They are also the wrong choice in several specific situations. What they foreclose and when it matters.
What a Vendor Contract Needs to Say (That a Vendor Contract Never Says)
The standard vendor contract protects the vendor. What to look for before you sign, what's worth negotiating, and the provisions that matter most for software and services agreements.
The Operating Agreement Clause Nobody Writes Until They Need It
What happens when two equal partners cannot agree and the agreement has no mechanism for breaking the tie. The time to decide is at formation, not during the impasse.
The Articles of Organization vs. The Operating Agreement
These are not the same document. Most new LLC owners treat them as if they are. What each one governs, what the operating agreement needs to contain, and what happens when it's silent.