start-up employees

Start-Up Employees

If you are starting a business, you will probably have employees. This checklist discusses several issues for emerging growth companies to consider when hiring employees. If you are hiring that first employee, consider these issues: Does your company use an offer letter to offer employment?           o Position/title        …

shareholders' agreement

Shareholders’ Agreement

Should you have a shareholders’ agreement? Sometimes these documents are called “Founders Agreements” that the founders execute at the outset of their endeavor. There is no legal requirement that the owners of a company have a shareholders agreement – and, likely, at the founding of the company, there are not enough resources to devote to…

Organization Questionnaire

Forming a new entity?    Let’s get started!  We designed this questionnaire to obtain information relevant to the organization of a new company. Please note that this questionnaire is a tool to elicit relevant information and does not, by itself, create any legal rights, representation or client status. We will use the information that you…

Start-Up Equity Options

If you are at the point that you have decided to launch your start-up, you have already confronted your next big challenge: funding it. This checklist compares several forms of initial financing. We recognize that start-ups have many options –ranging from credit cards to small business loans, but this checklist focuses on getting investors through…

limited liability company

Forming a Limited Liability Company

Thinking of starting a limited liability company?  This checklist gives you several issues to think about as you launch your new entity. The limited liability company entity form resembles in many aspects a partnership – both in the way it is likely going to be taxed and in the nature of the documents required to…

Forming a Stock Corporation

Forming A Stock Corporation

Thinking of starting a corporation?  This checklist gives you several issues to think about as you launch your new entity. A corporation exists because a state grants the entity a charter to exist following the filing of Articles of Incorporation (or in the case of Delaware a Certificate of Incorporation).  For example, the Virginia Code…

Raising Capital

Raising Capital – Existing Capital Structure

Deciding to raise private capital for your business initiates a process that, if successful, will conclude when the company makes several specific representations about its existing capital structure.  To get ready for capital raise, consider these important questions about your existing ownership:   Is there a stock or membership interest ledger? Have certificates of ownership…

letter of intent

Letter of Intent – Acquisitions

In case you’re thinking about buying a business — start with a letter of intent.   Most business transactions start with a conversation.  The parties discuss the deal, the terms, and perhaps the price. Then, they write it down. Whether the buyer or the seller, a letter of intent plays a fundamental role in structuring…

Non-Disclosure Agreements

Non-Disclosure Agreements

If you are getting ready to execute a confidentiality agreement (“CDA,” “NDA,” or nondisclosure agreement), several important issues require your attention.  If you are a small company preparing to execute a “big company” agreement, you may little ability to alter the agreement, so you simply need to under the terms and make a business decision…