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
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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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Am I Protecting My Ownership? What Pro-Rata Rights Actually Do? You invested in the seed round. The company is growing. Now Series A is closing. Without pro-rata rights, your ownership percentage can be significantly diluted in future rounds. The new investors get in. You get diluted. And you had no say in it. Pro-rata rights give
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Can I Renegotiate My Vendor Contracts Because of Tariffs? Your costs just went up significantly. Your vendor says their prices are going up too. You have a signed contract. The economics no longer work, and you are not sure whether the contract locks you in or gives you room to renegotiate. The answer depends on what your
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Is My Company Deal Ready? Legal Steps to Prepare for a Sale, Merger, or Strategic Investment “We have interest. How fast can we get the company ready?” That question comes up more often than it should. And the answer is almost always the same: not as fast as you think. Companies that move quickly through a sale, merger, or strategic investment are
From Startup to Scale-Up: Is Our Legal Structure Keeping Up with Business Growth? “We have grown faster than we expected. Has our legal setup kept up?” Most founders spend real time and money getting their legal structure right at formation. Then the company starts moving fast: new hires, new investors, new markets, and new revenue. And the legal infrastructure quietly stops fitting. The structure
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Can My Investors Force Me to Sell My Company? You are not ready to sell. The product is still evolving. The timing feels off. But your lead investor disagrees. Buried in your stockholders’ agreement is a clause that may give them the right to force an exit you do not want, on terms you did not choose. It is called a
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When I Buy Out My Other Co-Founder: What Do the Documents Need to Say? “We have agreed on the number. Now how do we make sure this holds?” That is where most co-founder buyouts start to break. The number feels like the hard part. It is not. What creates problems later is everything that was assumed, implied, or never
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What Legal Red Flags Should I Catch Before Funding a Startup? “This deal looks clean. But what breaks the moment you wire funds?” That’s the question every investor should be asking before closing. In startup deals, the pitch sells upside. Legal diligence reveals risk. And that’s where deals either hold together or start to unravel. Investors routinely discover
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What Legal Risks Do International Investors Face When Funding U.S. Startups “The deal is done. The money is wired. So why is everything suddenly complicated?” That’s a moment many international investors reach. Cross-border startup investing moves fast, until U.S. law gets involved. And in 2026, with increased enforcement and regulatory scrutiny, the margin for error is shrinking. Deals that look
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