There are many reasons for forming a corporation or an LLC rather than conducting business without a legal entity. Avoiding personal liability tops the list.
But these protections have limits under Delaware (DE) law. Owners, officers, and directors can be sued and personally liable across a range of scenarios.
There are five categories of mistakes
Joining your first startup board as a VC or other investor representative is a big thrill.
You are joining a team you’ve invested in and you are excited to help them build something new and innovative!
But startups are known for being chaotic and turbulent.
And board members sometimes face personal liabilities.
Your VC fund’s
Is your company patenting its patentable inventions? If not, others can file patent applications right on top of your core innovations and potentially block your company from using them.
The U.S. changed from a “first-to-invent” jurisdiction to a “first-inventor-to-file” jurisdiction with the 2011 America Invents Act. This aligned the U.S. with the rest of the
This article explains the pros and cons of starting a new biz as a limited liability company or as a corporation.
Despite what a famous business personality keeps saying, an LLC is NOT ALWAYS the best form of incorporation.
Spoiler alert – here’s another graphic showing how the key tax, ownership, fundraising, and governance considerations
As you might guess from this old picture from my days in the SEC’s Enforcement and Corporation Finance divisions, I’ve been thinking about these issues for a few years….
Before we dive in, remember that it’s “securities law, ” not “security law” – plural not singular. With that cleared up, here are my top tips
The rise of startup culture and ecosystems has driven a proliferation of individuals holding themselves out as startup advisors. Many of these folks have at least some experience as founders themselves or as investors.
As should be expected, some startup advisors know what they are talking about and are thoughtful and insightful in advising entrepreneurs.
I took the “admin law” class in law school. It was deadly dull and the professor didn’t breathe any life into it.
But suddenly in 2024, admin law is very much alive. It’s now the hot area of law for many businesses, especially those in regulated industries.
For the sake of brevity, the term “administrative
The Delaware General Assembly is about to change the Delaware General Corporation Law (DGCL) as soon as June 30 of this year in ways that could diminsh Delaware’s status as the go-to state for incorporation.
The proposed amendments to Section 122 of the DGCL will convert Delaware’s universally accepted board-centric model to a contract-centric model,
Joining a startup? Get your stock options right! Here’s what to know about grant sizes, vesting, cliffs, exercise price, and the ISO v. NSO dichotomy, plus advanced asks around accelerated vesting, cashless exercise, future retention grants, extended post-termination exercise rights, and the possible pros and cons of restricted stock awards versus stock options.
Executive Summary
As a tool of commercial justice, arbitration substitutes for litigation about as well as tofu substitutes for a good steak.
Having been involved in hundreds of disputes, I can say with confidence the only times you should hope a commercial dispute will be arbitrated is when your case is weak or you have something
