PNW Startup Lawyer

Seattle startup lawyers helping founders navigate corporate law, venture capital, commercial/tech transactions, and intellectual property.


Postponing Incorporation Until Jan 1 Can Save a Bit of Tax

Most startups pay the minimum DE franchise tax of $350. Startups pay this minimum for each year of existence, even if they incorporate on December 31.

Negotiating a Master Service Agreement in Tech Deals

The Master Service Agreement and Statement of Work describe what is being delivered, and what happens when things go wrong. This post runs through common contract terms, provides some negotiation tips, and highlights issues you may want your MSA to address.

Fair Use in Copyright Law

Fair use is a flexible standard that lets artists borrow portions of prior works to use as building blocks for new art and literature.

SAFE Financings Explained Line by Line

A SAFE is a quick and simple doc startups use to raise seed capital. Although simple, there's still a learning curve. This post gives a line-by-line explanation of how a SAFE works.

Should Early Employees Get Anti-Dilution Rights?

Employee anti-dilution rights are problematic and unnecessary.

Rules for Granting Employee Stock Options

Startups issue equity to employees under Rule 701. The gist of Rule 701 is that a company can issue equity (1) to an employee or service provider (2) as compensation, (3) under an equity plan, (4) but not too much equity.

Do I Need to Send My 83b to the IRS with my Annual Tax Returns?

No. The IRS recently changed this rule. If you received stock after Jan 1, 2016, you don't need to file your 83b elections with your annual tax returns.

Should I Incorporate in Washington or Delaware?

Both are good choices. Washington is cheaper. Delaware is familiar to out-of-state investors and lawyers.

Fix a Missed 83(b) Deadline

If you have missed the 30 day filing deadline, there are a few tactics lawyers can use to clean up this tax election.

83(b) Elections for Startup Founders

This tax filing should be called ‘free money for startup founders.’ Do not miss the 30 day filing deadline.

Vesting Schedules

A vesting schedule doles out equity grants over time, or according to project milestones.

Startup Employee Equity Compensation

Employee equity, including stock options and related tax issues.

Exits, Acquisitions and IPOs

Curated links on exits and acquisitions for technology startups.

Raising Capital for Startups

Curated links on raising seed and early VC capital for technology startups.

Convertible Debt vs. Equity

Curated links discussing the relative advantages of equity vs. convertible debt financing for early stage companies.