The Rule 701 Math: How to do it
If you are a non-public company granting stock options or other compensatory equity awards, you need to be familiar with Rule 701 Math and in particular its mathematical limitations.
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How to Form a Washington Corporation
Preemptive rights, cumulative voting, consent thresholds, and approval thresholds — the Articles of Incorporation provisions every Washington startup must get right, updated for the 2020 and 2024 RCW 23B reforms.
Federal R&D Tax Credits for Startups: A Practical Guide to Section 41
The federal R&D tax credit under Section 41 is one of the most underutilized provisions for startups. Learn what qualifies, how the payroll tax offset works, and how Section 174 amortization changed the landscape.
Got an M&A Term Sheet? Here's What Founders Need to Know About Binding vs. Non-Binding Provisions
First, let’s get the terminology of term sheets out of the way.
Qualified Small Business Stock: Redemption Issues
Stock redemptions and buybacks can silently disqualify your QSBS under Section 1202. Here is how the redemption rules work, what triggers disqualification, and how to protect your tax exclusion worth millions.
S Corporations and Blank Check Preferred Stock: Debunking the Myth
One of the most persistent misconceptions in startup law is that S corporations cannot have blank check preferred stock. Here is what the one-class-of-stock rule actually requires.
RSUs: The Tax Problems in the Startup Context
Restricted Stock Units (RSUs) are not a good choice of equity compensation for a startup. RSUs work great for big public companies, like Amazon or Microsoft.
Warrants: The Tax Story
Warrants can be confusing from a tax point of view. There are a couple of reasons for this. But the primary reason is probably that how a warrant is taxed is driven.
How to Share Equity
By Nikki Piplani and Joe Wallin If you are a startup company founder, one of the first questions you will have will be about sharing equity with your early hires.
Incentive Stock Options: The Qualifications and Limitations
In startup land, aside from cash compensation, stock options are the most important part of employee compensation.