Business formation transactions are one of the most common transactions that we work on at Springmeyer Reddy.  We commonly work with venture scale startups in forming a business entity and engaging in the steps that will best avoid expensive “clean-up” work upon financing.  Formation transactions include advice, counsel, and execution of the following issues:

• Incorporation of the Entity
• Identification of intellectual property and assignment to the corporation;
• Capital contributions of founders;
• Division of equity and time and/or performance vesting stock agreements;
• IP Agreements, such as confidential information agreements and invention assignments for contractors and employees.
• Employment and Consulting Agreements
• Indemnification of Directors and Officers
• SS-4 – Obtaining EIN
• Bylaws
• First Board of Directors Meeting

All of these components of the transaction are structured to optimize the federal and state tax and securities laws treatment for the company and its individual founders.  We will also assist in securities filings and 83(b) Election Forms.

We have incorporated the following:

• Delaware corporations for California founders, founders from other states, and international founders, both residing in the United States and outside.
• California corporations for California founders
• California LLC’s for California founders
• California non-profit entities and IRS tax exemption

If you are interested in forming a business entity, please contact us.