Author Archives: joewallin@outlook.com

CTA Beneficial Ownership Information Filing  If you have any questions about this, we have a group of lawyers who have spent a considerable amount of time educating themselves about the rules so we can answer them promptly. Please do not hesitate to reach out to us. 

My colleague Susan Schalla and I put together the below video chat on IP assignments and confidentiality agreements for Founders Live. If you haven’t checked out Founders Live, check it out at https://founderslive.mn.co/. Carney Badley Spellman is about Advocacy, Strategy, Results. Located in Seattle, we are a full-service law firm committed to exceptional client service and professionalContinue reading “IP Assignments & Confidentiality Agreements”

If you are interested in how the SEC is thinking about crypto tokens as securities, we recommend you watch William Hinman’s recent speech and read its transcript. We’ve included an embed and a link to the speech below. We think perhaps the most important and interesting part was this: But this also points the wayContinue reading “SEC Guidance on Crypto”

My colleague Danny Neuman and I put together this video about equity crowdfunding for an AMA on Nick Hughes’ Founders Live group. Equity crowdfunding can proceed along a number of different pathways, including: Rule 506(c) Title III State equity crowdfunding laws Regulation A+ If you want to raise money through an equity crowdfunding, we wouldContinue reading “Equity Crowdfunding Video Chat”

Taxation of Stock Options As of now, the Senate has abandoned the idea of taxing stock options as they vest. This is the modification to the mark, released late yesterday. https://www.finance.senate.gov/imo/media/doc/11.14.17%20Chairman’s%20Modified%20Mark.pdfhttps://www.finance.senate.gov/imo/media/doc/11.14.17%20Chairman’s%20Modified%20Mark.pdf The modification strikes the proposal–Item III.H.1, Nonqualified deferred compensation–from the Chairman’s Mark.  A new discussion of Treatment of Qualified Equity Grants begins on p.Continue reading “Taxation of Stock Options: Senate Bill Update”

Stock option taxation is a sensitive issue in startup land. Fred Wilson recently sounded the alarm about the Senate’s proposal to tax stock options as they vest. TechCrunch has also written about this. Right now, what we have to work with is the DESCRIPTION OF THE CHAIRMAN’S MARK OF THE “TAX CUTS AND JOBS ACT”. TheContinue reading “Stock Option Taxation: The Senate’s Tax Bill”

In this video, we talk about founder tax issues, primarily: The 83(b) election — when it applies; when it doesn’t; when it is due; etc. Qualified Small Business Stock considerations in choosing what type of business entity to form. We hope you enjoy the video. My colleague Susan Schalla and I have been making videosContinue reading “Founder Tax Issues”

Guest Post By Dan Wright Federal Research Tax Credits Is your business involved in creating intellectual property or process and product improvement? If so, you or your business may qualify for federal research tax credits. Common Misconceptions First, let’s clear up some myths about what business activity qualifies for the credit. Many people think ofContinue reading “Federal Research Tax Credits for Startups”

By Evan Jensen and Joe Wallin and Jordan Rood If you are considering token sales and selling blockchain tokens in the U.S., you not only have to worry about the U.S. federal securities laws (see the latest from the SEC here), but also the laws of each state within the U.S. in which you sellContinue reading “Token Sales & The Risk Capital Test”

One thing the SEC didn’t say anything about in its analysis of The DAO token offering last week was the place in the ecosystem for “utility tokens.” This was bemoaned by at least one other legal commentator. As Trent Dykes’ said, it “seems unlikely that the SEC was unaware of the concept of utility tokens,Continue reading “The Beauty of Utility Tokens”