Author: Marisol Escobar

Funding

Ask a MoFo: What Are the Private Company Tender Offer Rules?

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Private company tender offers have become increasingly common due to the significant amount of available capital from venture capital/corporate venture capital, private equity, strategic and cross-over investors as well as headwinds in the IPO and broader public markets. With companies remaining private longer, early employees and investors often seek out opportunities to receive some cash proceeds before a total liquidity event in the form of a public offering or M&A sale transaction. Tender offers can be used... Read more »
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Expansion/Formation/Funding/Guidance

I Have a Company That Was Formed in Another Country, but I Want to Set up My Business for VC Investors (Ideally Having Them Invest in a Delaware Corp.). How Do I Process and Structure Something like That?

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Emerging companies formed outside the United States may want to redomicile their businesses to the United States to, among other things, enhance their fundraising prospects. U.S. venture capital investors often require non-U.S. companies to flip into Delaware corporations as a condition to investment. Given that custom and preference, non-U.S. startups may choose to redomicile to the United States in advance to well position themselves to receive U.S. venture capital quickly, eliminating potential setbacks or pre-conditions during the... Read more »
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Formation/Guidance

What Is an 83(b) Election, and Do I Need to File One?

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If you’re reading this, chances are this is not the first time you’ve heard of the 83(b) election (and if it is, then definitely keep reading). The “83” in “83(b) election” refers to Section 83 of the Internal Revenue Code, and despite the relative simplicity of the concepts that this particular section deals with, the 83(b) election may be one of the most important tax filings you make while on your startup journey. Read More
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Formation/Guidance

What Fiduciary Duties Do I Have as a Director of a Delaware Corporation?

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You’re an entrepreneur, you form your first company, and suddenly you carry the title of founder, director, officer, and/or employee all at once. When running your business, it may feel like all of your roles blur together. However, it’s important to remember your different roles when taking action on behalf of the corporation in order to protect yourself from liability. A fiduciary is someone who is required to act for the benefit of another person on... Read more »
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