“F” Reorganizations in Succession Planning and Business Purchase and Sale Transactions involving S Corporations

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March 2024 Author: Andrew (Drew) Piunti DPA Law PC drew@dpalawyers.com An “F” reorganization is a type of qualifying tax-free reorganization for corporations under Section 368(a)(1)(F) of the Internal Revenue Code (the “Code”) that changes a corporation’s “identity, form, or place of organization” of a corporation. To satisfy its tax-free requirements, the transaction must meet one… Read more »

A Founder’s Guide to Making a Section 83(b) Election

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Author: Andrew (Drew) Piunti DPA Law PC drew@dpalawyers.com Founders of early stage companies often find the matter of making an 83(b) election filing under the IRS Code perplexing. The question comes into play at the time shares are acquired subject to vesting. Timely filing can protect a founder from significant tax consequences down the line…. Read more »

5 Reasons a California Company may want to incorporate in Delaware

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March 2024 Author: Andrew (Drew) Piunti DPA Law PC drew@dpalawyers.com Company founders often ask their California business attorneys whether they should incorporate in California or Delaware.  The answer in the view of DPA Law PC in San Jose is this depends on the founders’ objectives and goals for their new company. As a California based… Read more »

What Founders Need to Know about Business Contracts & Common Intellectual Property Mistakes

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March 2024 Author: Andrew (Drew) Piunti DPA Law PC drew@dpalawyers.com First time startup founders often overlook key intellectual property concepts and provisions in their business contracts and service provider relationships.  This is particularly true for those who self-incorporate through LegalZoom or similar sites.  While bad consequences from such missteps can often be remedied after the… Read more »

What Startup Founders Need To Know About Term Sheets From Sophisticated Angel Investors & VCs

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March 2024 Author: Andrew (Drew) Piunti DPA Law PC drew@dpalawyers.com A startup’s receiving its first term sheet is generally an important early milestone. And while investor term sheets are not generic, they are designed to protect the investor’s investment – not the company. So, it is not uncommon for founders and sophisticated investors to diverge… Read more »