Entity
For our Entity Formation and Conversion Packages, we typically recommend Delaware as the jurisdiction of choice. Our legal team will discuss with you the pros and cons of choosing Delaware, as well as if other jurisdictions are preferred or needed.
Entity Formation for Single Member LLC
Description of Package and Services: Overview on different corporate structure options and benefits, preparation of Certificate of Organization, Operating Agreement, EIN, and Qualification to do business (1 state).
Entity Formation for Single Founder and Multi-Shareholder C-Corp Packages
Description of Packages and Services: Overview on different corporate structure options and benefits, preparation of Certificate of Incorporation, Action of Sole Incorporator, Bylaws, Organizational Minutes, EIN, Qualification to do business (1 state).
Entity Formation for Multi-Shareholder C-Corp with Shareholder Agreement Package
Description of Package and Services: Overview on different corporate structure options and benefits, preparation of Certificate of Incorporation, Action of Sole Incorporator, Bylaws, Organizational Minutes, EIN, Qualification to do business (1 state), Proprietary Information and Invention Assignment Agreement (PIIAA), Founders Restricted Stock Purchase Agreements, and Shareholder Agreement.
Conversion from Single Member LLC to a C-Corp
Description of Package and Services: Audit and review of LLC Documents, preparation of Certificates of Conversion, Plan of Conversion, Action of Sole Incorporator, Bylaws, Organizational Minutes, Founders Restricted Stock Purchase Agreements, Qualification to do business (1 state).
Conversion from Multi-Member LLC to a C-Corp Package
Description of Package and Services: Audit and review of LLC Documents., preparation of Certificates of Conversion (Delaware and Foreign Jurisdictions), Plan of Conversion, Action of Sole Incorporator, Bylaws, Organizational Minutes, Founders Restricted Stock Purchase Agreements, Qualification to do business (1 state).
Founders
Stockholders Agreement for Multi-Shareholder Delaware C-Corp Package
Description of Package and Services: Draft customized Stockholders Agreement with rights and obligations for founders and third-party stakeholders – covers a range of rights and obligations such as transfer restrictions, ROFR and Co-Sale, Drag Along, Preemptive Rights, Redemption Rights and Confidentiality.
Co-Founder Redemption & Release Agreement Package
Description of Package and Services: Provide guidance related to issues surrounding repurchasing shares owned by a co-founder leaving the company, negotiation with existing co-founder, draft a Co-Founder Redemption Agreement and a Release Agreement customized to your business needs.
CAP Table Onboarding
Cap Table Initial Set Up and Onboarding Package
Description of Package and Services: Work with CARTA or Figure Equity software platform to set up account, uploading to platform of choice of existing equity holders, SAFEs, Convertible Notes, and Equity Incentive Plan grants.
Cap Table Maintenance – Hourly
Description of Package and Services: Initial onboarding of stakeholder above 25 stakeholders, ongoing uploading to CARTA or Figure Equity software platform of new equity issuances, SAFEs, Convertible Notes, and Equity Incentive Plan grants and exercises.
Employees, Consultants, Advisors
Employee Employment Package
Description of Package and Services: 1 Hour Consultation, Employment Application, Offer Letter, Restrictive Covenant customized to your business needs.
Consultant Package
Description of Package and Services: 1 Hour Consultation, Consultant Agreement with appropriate Restrictive Covenants customized to your business needs.
Advisory Board Package
Description of Package and Services: Advisor Agreement with appropriate Restrictive Covenants customized to your business needs.
Employee Termination and Release Package (First Employee Terminated)
Description of Package and Services: Employee Termination and Release Agreement customized to your business needs, includes operationalization of termination of one (1) employee, complete Termination and Release Agreement, prepare Redemption of unvested restricted common stock or termination of unvested stock options.
Per Employee Termination and Release Package (After Purchasing Employee Termination and Release Package)
Description of Package and Services: Complete Termination and Release Agreement, prepare Redemption of unvested restricted common stock or termination of unvested stock options.
Employee Handbook
Description of Package and Services: Employee Handbook covering up to 3 states.
Equity
Equity Incentive Plan
Description of Package and Services: Equity Incentive Plan, Model Grant Agreement, Model Stock Option Agreement, Model Exercise Agreement, Model Restricted Stock Agreement, strategy session on vesting schedule set up, Board Consent, and Stockholder Consent.
Seed Financing: SAFE (Simple Agreement for Future Equity) or Convertible Note Package
Description of Package and Services:
- Strategic guidance on financing process;
- Review prior corporate documents;
- Term Sheet preparation and negotiation;
- Definitive Documents/Agreements preparation and negotiation, Corporate Resolutions, and preparation of Accredited Investor Questionnaire;
- Manage Closing (includes additional closings within six months);
- Federal Level – SEC – securities filings; and
- State Level securities filing.
Seed Financing: Series Seed Preferred Stock Package
Description of Package and Services:
- Strategic guidance on financing process;
- Review prior corporate documents relevant to transaction;
- Term Sheet preparation and negotiation;
- Definitive Documents/Agreements preparation and negotiation;
- Manage Closing (includes additional closings within six months);
- Federal Level – SEC – Securities Filings; and
- State Level securities filing.
Series A Preferred Stock Financing Package
Description of Package and Services:
- Strategic guidance on financing process;
- Review prior corporate documents relevant to transaction;
- Term Sheet preparation and negotiation;
- Definitive Documents/Agreements reparation and negotiation;
- Manage Closing (includes additional closings within six months);
- Federal Level – SEC – securities filing; and
- State Level securities filing.
Regulation CF (Crowdfunding) Financing Package
Description of Package and Services:
- Strategic guidance on financing process;
- Review of all corporate governance documents in preparation for the raise including amending articles of incorporation, review of bylaws and/or operating agreement ;
- Handle all disclosures and regulatory compliance with the SEC;
- Recommend a particular financial instrument and tailor the contract to fit your needs;
- Review contracts, negotiate with vendors;
- Legal review of all advertising and offering materials;
- Respond to any legal, regulatory, or compliance questions;
- Draft answers (if needed) to investor questions on portal page.
IP
Non-Disclosure Agreement Package
Description of Package and Services: Preparation of a mutual or one-way Non-Disclosure Agreement
Trademark without Trademark Search or Analysis Package
Description of Package and Services: No trademark search or analysis, filing 1 Federal Trademark Application in 1 Trademark Class.
Trademark with Complete Trademark Search and Analysis Package
Description of Package and Services: Complete trademark search and analysis, plus filing 1 Federal Trademark Application in 1 Trademark Class.
Simple Terms of Use and Privacy Policy Package
Description of Package and Services: Prepare Simple Terms of Use and Privacy Policy
Full Ecommerce Site Terms of Use and Privacy Policy Package
Description of Package and Services: Prepare Full e-commerce website Terms of Use and Privacy Policy.
Full E-Commerce Terms of Use and End User License Agreement Package
Description of Package and Services: Prepare Full E-Commerce Terms of Use and End User License Agreement.
Customer Contracts
Custom Fixed Price Package
Description of Package and Services: Creation of a Custom Services or Other Commercial Agreement
Compliance
Legal Audit Package
Description of Package and Services: Legal Audit of prior legal formation related documents and founder equity issuances and identification of issues and risks
Quarterly Board Meeting Package
Description of Package and Services:
- 4 Board Meeting (One per Quarter)
- Assist with preparation of Board Meeting Agenda
- Attendance by Anthony Millin at Quarterly Board Meetings
- Preparation of Board Meeting Minutes and Resolutions
