Bay Area Business Lawyers | Primum Law

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VIE Structure

Do I Need a VIE Structure to Operate My Startup in China?

Do I Need a VIE Structure to Operate My Startup in China? Your startup plans to expand into China. The opportunity is attractive.  China’s internet, technology, media, and telecommunications markets are enormous, and foreign investment can provide the capital needed to grow quickly. Then you discover a major obstacle. Certain industries restrict or prohibit direct

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Strategic Investor

A Strategic Investor Wants In. Which Terms Should Make Me Nervous?

A Strategic Investor Wants In. Which Terms Should Make Me Nervous? A large operating company wants to invest in your startup. The investment brings more than capital. Their brand adds credibility; customers may view the partnership positively, and future investors may see it as validation of your business. Then you receive the term sheet. Instead

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Foreign Investor

Can a Foreign Investor Join My Round Without Triggering a CFIUS Review?

Can a Foreign Investor Join My Round Without Triggering a CFIUS Review? A foreign venture capital fund wants to invest in your startup. The valuation is attractive, negotiations move quickly, and everyone expects the financing to close without major obstacles. Then your legal counsel asks an unexpected question. Does this investment require a review by

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Foreign Company

What Should I Know Before My Startup Acquires a Foreign Company?

What Should I Know Before My Startup Acquires a Foreign Company? Your startup has found an acquisition target in another country. The opportunity looks compelling. The company already has customers, an experienced team, valuable technology, and a presence in a market that could take years to build organically. Buying the business seems much faster than

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Founders Preferred (FF) Stock

What Is Founders Preferred (FF) Stock and Should I Set It Up?

What Is Founders Preferred (FF) Stock and Should I Set It Up? You’re forming your startup. The incorporation documents are almost complete, and your attorney asks a question you’ve never heard before. Do you want to create Founders Preferred stock? It sounds important, but there are countless other decisions competing for your attention. You decide

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recapitalization

What Happens to My Equity in a Recapitalization or Cram-Down Round?

What Happens to My Equity in a Recapitalization or Cram-Down Round? Your startup is running out of cash. Existing investors begin discussing a recapitalization. New investors are interested, but only if the company’s capital structure is reorganized first. Then you hear another term. Cram-down round. For many founders, this is the moment they realize the

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startups

What Does the SEC’s 2026 Crypto Guidance Mean for My Token?

What Does the SEC’s 2026 Crypto Guidance Mean for My Token? For years, crypto founders struggled with the same question: Is my token a security? The answer often seemed unclear. Different enforcement actions, court decisions, and regulatory statements left many projects uncertain about how federal securities laws applied to their tokens. The SEC’s 2026 guidance

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Business Insurance

What Business Insurance Does My Startup Actually Need?

What Business Insurance Does My Startup Actually Need? Insurance is rarely a founder’s favorite expense. When cash is limited, product development, hiring, and customer acquisition naturally feel more urgent than paying insurance premiums. Then something goes wrong. A customer claims your software caused financial losses. A cyberattack exposes sensitive user data. An employee files a

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Data Breach

What Are My Startup’s Legal Obligations After a Data Breach?

What Are My Startup’s Legal Obligations After a Data Breach? Your engineering team discovers unusual activity on a production server. Within hours, you confirm that unauthorized access occurred. The immediate priority is obvious: contain the attack, secure your systems, and determine what information was exposed. Many founders believe they can wait until the technical investigation

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Dual-Class Stock

Should I Set Up Dual-Class Stock to Keep Control of My Startup?

Should I Set Up Dual-Class Stock to Keep Control of My Startup? You’re preparing for your first venture capital round. As you read stories about founders losing control of their companies, one solution keeps appearing: dual-class stock. The concept sounds appealing. If you hold shares with extra voting power, won’t you always stay in control?

Should I Set Up Dual-Class Stock to Keep Control of My Startup? Read More »

Fund Manager

How Much Should My Fund Manager Have Invested in Their Own Fund?

How Much Should My Fund Manager Have Invested in Their Own Fund? You are evaluating a venture fund. The investment strategy looks promising. The track record appears strong. The manager speaks confidently about sourcing deals and creating long-term value. Then an important question comes up during due diligence: How much of their own money have

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