What Happens to My Board Control After Series A? You closed the round. The money is in. But the board you walked into that meeting with is not the board you have now. Founders sign Series A term sheets focused on valuation and economics. They often miss the clause that can influence whether they remain CEO. That clause is the
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What Does the Anti-Dilution Clause in My Term Sheet Actually Do to Me? You just got a term sheet. The valuation looks right. Then you notice the words “anti-dilution protection” in the preferred stock terms. You move past it. That is something you should take a closer look at. That clause determines how much of your company
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Should I Form a Delaware C-Corp or LLC Before I Raise Money? You formed an LLC to keep things simple. Now every VC you pitch gives you the same answer: convert to a Delaware C-Corp and come back. The conversion costs $5,000 to $20,000 in legal fees and delays your close by months. Entity type
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Option Pool Shuffle Explained: What Is My Founder Dilution Before the Round Even Closes? The valuation looks right. The terms sound fair. But there is a mechanism buried in the pre-money math that can dilute you before the first dollar even arrives. It is called the option pool shuffle, and most founders do not realize it is happening until it
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What Do My Investor Information Rights Actually Require the Company to Send Me? You invested six months agoYou have not received any updates. No financials, no update, no response to your emails. You are not sure whether the company is legally required to send you anything or whether the silence is a red flag. Both
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Can My Employees Sell Shares Before the IPO? What I Need to Know About Tender Offers. Your employees have been waiting years for liquidity. The equity looks great on paper. But equity on paper does not provide immediate liquidity. Now the company is talking about a tender offer, and nobody is quite sure what it actually means or what they
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Does My Company Own My Code? Startup IP Assignment Explained. You built the product. You wrote the code. But does your company actually own it? Most early-stage founders never stop to ask this question. By the time an investor’s attorney asks this during due diligence, the deal may already be at risk. This is a legal question with a clear
Does My Company Own My Code? Startup IP Assignment Explained. Read More »
Does My US Startup Still Have to File a Beneficial Ownership Report in 2026? I filed. I missed the deadline. I heard parts of the rule were challenged or delayed. Now I do not know what is actually required. If that sounds familiar, you are not alone. On March 26, 2025, FinCEN issued an interim final rule
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Is 100% Bonus Depreciation Back for My Startup in 2026? My accountant just told me I left a six-figure deduction on the table. That is not a minor oversight. If my startup bought equipment, hardware, or lab assets in 2025, this is a conversation worth having now. On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was signed into law.
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Can I Negotiate My Liquidation Preference on a Term Sheet? The valuation looks great. You’re excited. You almost miss the liquidation preference clause buried three pages in. That clause determines who actually gets paid when the company exits. Miss it, and a $50M acquisition could result in investors being paid in full while founders receive significantly less than expected.
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Am I Losing My QSBS Exclusion Without Knowing It? You have held the stock for five years. You expect to pay zero capital gains tax on the exit. But nobody confirmed that the company qualified at the time you invested. That one gap can potentially cost you the entire exclusion. Section 1202 QSBS eligibility is primarily determined at the
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Can a Foreign Investor Back My US Startup Without CFIUS Issues? You are closing a round. The lead is international. The term sheet is signed. Then someone says the word CFIUS, and the timeline collapses. This happens more often than founders expect. In many cases, it is preventable with early planning. Missing CFIUS review can
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What Is My MFN Clause Actually Worth? You negotiated a most-favored-nation clause. You felt protected. Then the company raised another round on better terms. Your MFN did not trigger, and you were not notified. Most-favored-nation clauses in side letters and SAFEs give investors the right to adopt better terms offered to subsequent investors. The clause sounds strong. In practice, it
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What Are Investors Actually Allowed to Veto in My Company? You closed the round. The money is in. But buried in your term sheet is a list of decisions you may no longer be able to make alone. Protective provisions give investors veto rights over specific company actions. Many founders sign them without fully understanding what they gave
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Should I Use a SAFE or a Convertible Note for My First Raise? Your first check is coming in. The investor says they are flexible on structure. Now you have to decide: SAFE or convertible note. Most first-time founders either pick the one they have heard of before or defer to whatever the investor prefers. Both
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My Business Partner and I Can’t Agree. What Happens to Our Company? You built this together. Now you cannot agree on where it should go next. One of you wants to sell. The other wants to keep building. Or one wants outside funding and the other does not. The company gets stuck. And the longer it stays stuck, the more it
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Apple Just Named Its Next CEO. Do I Have a Succession Plan? Tim Cook has reportedly positioned John Ternus as a leading successor. The transition appears planned, quiet, and structured. It was planned. It was quiet. Apple’s succession planning has been designed so the company can transition without disruption. Most founders have not thought about what happens if they cannot
Apple Just Named Its Next CEO. Do I Have a Succession Plan? Read More »
What Happens to My Equity If I Get Fired After Acquisition? You built this. You signed the acquisition documents. Then, six months later, your new parent company restructures. Your role is eliminated. You leave. But what happens to the equity you expected to vest over the next two years—is it gone? The answer depends on what you
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The R&D Tax Rule Just Changed. Is My Startup Getting Full Benefit? You have heard that something changed with R&D tax deductions. The details are unclear, the deadline may be approaching, and your accountant may not have raised it yet. This is the moment to bring it up yourself. The One Big Beautiful Budget Act (OBBBA), signed on
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My Supply Chain Is Breaking Down. When Does That Become a Legal Problem? Your supplier just told you they cannot deliver. Costs have jumped significantly as high as 40%. Your contract says delivery is guaranteed. Or does it? And if it does, can you actually enforce it when the whole industry is facing the same pressure? Supply chain
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