What Happens When My Convertible Note Hits Its Maturity Date? A founder raises early capital through a convertible note and expects the next financing round to happen before the note matures. Then the timeline slips. The company has not closed a priced round. The maturity date is approaching. Investors start asking questions, and suddenly, a […]
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What Is a Side Letter and What Should I Ask for as an Angel Investor? You are investing in a startup seed round. The lead investor receives information rights, pro rata rights, and additional protections built directly into the financing documents. You invest through the same SAFE or convertible note and assume everyone is getting
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How Do I Grant US Stock Options to My Non-US Employees? Many startups hire globally long before they build a global legal infrastructure. You hire an engineer in Paris, a designer in Toronto, or a developer in London, and naturally want to offer equity similar to what your US employees receive. On the surface, the
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What Is Permanent Establishment Risk and How Does My Startup Avoid It? Your startup hires a talented developer in Germany. She works remotely, joins customer calls, negotiates with European clients, and occasionally signs agreements on behalf of the company. You never opened a German office. You never formed a German entity. You may assume there
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What the 2026 Changes to H-1B Visa Rules Mean for Startup Hiring You find a strong engineering candidate. The background fits, the interviews go well, and the team wants to move quickly. Then the hiring conversation shifts to visa sponsorship. Many startups have sponsored H-1B employees before and assume the process remains largely unchanged. But
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What Startup Founders Need to Know About the 2026 Capital Gains Tax Landscape You spend years building a company, negotiating financing rounds, and working toward an eventual exit. Then the acquisition offer finally arrives, or IPO discussions become real. Most founders immediately focus on valuation and headline numbers. The problem is that your final proceeds
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When Should My Startup Start Issuing Stock Options to Employees? Every early-stage founder hears the same advice: offer equity early. The logic makes sense. Startups often cannot compete with larger companies on salary, so stock options are among the most important tools for attracting and retaining talent. But many founders misunderstand the timing question. The
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What Is a PIIA and Does Every Employee at My Startup Need to Sign One? Your first engineers are joining next week. Offer letters are signed, onboarding documents are ready, and everyone is focused on product velocity. Then an investor asks a question during diligence: “Do all employees and contractors have signed PIIAs?” A surprising
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Do Non-Compete Clauses Still Hold Up in Startup Employment Agreements in 2026? You hire a strong engineer. A few months later, she leaves and joins a competing company. You immediately think about the non-compete language inside the employment agreement and assume the company is protected. The reality is much less straightforward. Over the last several
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What Is Single and Double Trigger Acceleration and Should I Push for It? You sign a term sheet, review your equity documents, and your lawyer asks a question that catches you off guard: “Do you want single trigger or double trigger acceleration?” Many founders nod and continue the conversation without fully understanding what the provision
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What Is a Right of First Refusal on My Shares and When Does It Kick In? You finally find a buyer interested in purchasing some of your startup shares. Terms look good, the buyer is ready to move forward, and you assume the process is straightforward. Then legal counsel tells you there is one problem:
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What Is a No-Shop Clause and How Long Does It Lock Me In? You finally get the term sheet you have been working toward. The valuation looks good. The economics seem reasonable. Then your investor says the no-shop clause is standard and tells you not to worry about it. They are partly right. No-shop provisions
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What Is a Down Round and How Does It Actually Hit My Ownership? Your startup raised capital at a $20 million valuation. Growth looked strong, the market was active, and fundraising felt relatively straightforward. Now you are back in the market, raising again, but investors are discussing a $12 million valuation instead. You still need
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What Is a Phantom Equity Plan and Is It Right for My Growing Team? You want key team members to participate in the company’s upside. But there is a problem. Maybe investors want the option pool kept small. Maybe the person is an independent contractor who cannot receive traditional employee stock options. Maybe international hiring
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What Are Redemption Rights and Why Should I Push Back on Them in My Term Sheet? Most founders reviewing a term sheet focus on valuation, dilution, board seats, and liquidation preferences. Then they reach a clause stating that investors can force the company to buy back their shares after a certain number of years if
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How Much Equity Should I Give My First Startup Advisors? One of the first difficult cap table decisions many founders make has nothing to do with investors, but instead involves advisors. Maybe someone has strong industry credibility, deep technical expertise, or access to customers and investors you cannot reach on your own. You want their
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Is My Company’s Data Room Ready for Series B Due Diligence? Many founders think fundraising slows down because investors lose interest. Often, that is not what happened. The investor is still interested. The problem is that diligence exposed operational gaps that the company should have fixed long before opening the data room. Missing IP assignments.
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Does My Startup Need a Shareholders Agreement Before We Raise Money? Early-stage founders spend a huge amount of time thinking about product, fundraising, hiring, and growth. Very few spend enough time thinking about what happens if the founding team stops agreeing with each other. That usually changes the moment an investor asks a simple question:
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Can I Sell My Own Shares Before the Company Exits? What Founders Need to Know About Secondary Sales Many startup founders spend years building companies while their entire personal net worth stays locked inside private stock they cannot easily access. The company may be growing, fundraising may be going well, and the valuation may look
What Changed About SEC Private Fundraising Rules in 2026 and What Does It Mean for My Round? A lot of founders assume private fundraising rules stay relatively stable once they understand the basics of Regulation D, accredited investors, and crowdfunding exemptions. That assumption became risky in 2026. Over the past year, Congress, the SEC, and
