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New York City

Venture Capital

We assist clients with respect to the following matters:​

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  • Choice of Entity – Why most venture-backed startups are formed as Delaware C-corporations and the basics of incorporation.

  • Founders Stock – How founders receive equity, typical vesting schedules, cliffs, acceleration, and the importance of 83(b) elections for tax efficiency.

  • Stock Options – The structure and taxation of employee equity (NSOs vs. ISOs), option pools, vesting, and compliance with Section 409A.

  • Venture Financings – Early financing instruments (convertible notes, SAFEs), the role of valuation caps and discounts, and the progression to preferred stock financings, including liquidation preferences, conversion rights, and voting rights.

  • ​Intellectual Property – Core protections, the need for IP assignments and NDAs, and best practices for maintaining ownership from the start.

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