San Francisco Startup & Business Law Blog

This week I had the privilege of attending the B Corp Leadership Development Conference ("BLD") at the David Brower Center in Berkeley, CA. The conference was put on by the team at B Labs with the intent of sharing best practices, key performance indicators, and other developments that are occurring within the community. B Corps are certified by the nonprofit B Lab to meet rigorous standards of social and environmental performance, accountability, and transparency.

What is a buy-sell agreement, and why is it so important? Many entrepreneurs decide to launch a small business because of the vision and passion they share with a longtime friend or colleague who becomes their business partner.

A large part of my practice involves assisting companies as they divide up stock amongst the founders and plan for how to best use equity to incentivize service providers, as well as selling securities to investors. Founders should be knowledgeable of securities exemptions under the SEC security laws that are likely to come into play as their company first forms and continues to grow.

What is minimum gain chargeback? Many LLCs finance acquisitions of property with nonrecourse debt. When this occurs, the economic risk to individual members is limited to their cash investment and any portion of the loan for which they may be personally liable.

‍Startups seeking seed investment do what they can to entice investors, especially investors who are deciding whether to invest in your company or elsewhere.One common method for raising seed funding is a convertible note, which is a loan from an investor to a company that has the upside of converting into equity if the company raises a certain amount of financing within a set amount of time.

‍Do you want to change your company's name? If your company name is outdated, too complicated, or needs to be changed for some other reason, you must change the name with all government and other entities that have your current name on file. Not only is this important for proper name recognition, but legally you cannot conduct business or sign contracts under a name that is not properly registered.

When starting a small business, the legal requirements and restrictions of ownership play a key part in deciding what entity to form and how the business might be run. Many companies elect to form an S Corporation, but it is important to first understand the requirements.

We have advised hundreds of companies and have found that certain preconceptions about business affect the way they are set up and run. The historical belief that corporations exist solely to maximize profit for shareholders has had a profound impact on how companies operate. However, when analyzed closely, profit mandates give those in charge much less choice than they might prefer, and the sustainable business movement has felt the constraints of this legal model.

Virtually every business owner faces the question of whether to remain a sole proprietor or form a legal entity. Here are a few of the key factors to consider.

We are proud to announce that BLG is officially B Corp certified! We are one of ten law firms in California to achieve the certification.

We help launch dozens and dozens of startups each year. In the vast majority of cases, we form a Delaware C-Corp. However, lately we have seen many startups that formed their own LLC and now need to convert to a corporation. Here are the top five reasons you may want to change your company from a Limited Liability Company to a corporation:

Entrepreneurs can typically choose from a number of different entities when incorporating their business. However, due to the fluid nature of businesses, the advantages and disadvantages are not always clear at the time of formation.

Office leases can be some of the most expensive contracts your business may have. Understanding how to negotiate can help your bottom line.

A registered agent is a business or an individual designated by a business entity to receive service of process. This means in a legal action, such as a lawsuit or summons, legal service will be delivered there.Each entity in California is required to designate a registered agent.

Franchise taxes are due by April 15th of each year for most entities doing business in California. Corporations incorporated or doing business in California, and LLCs and Limited Partnerships electing to be treated as corporations for tax purposes, must pay this tax.

Startups often use equity to help attract and keep talented workers, typically by either using stock options or restricted stock.

Trademarks are often an important investment in protecting the intellectual property of your business. Obtaining a trademark involves five steps: