Hello,

I’m about to incorporate a new Delaware C Corp for a SaaS product, and was hoping to get some advice on stock assignment and 83b election. I have a cofounder and we’re doing a 55/45 split to start with, which will obviously get diluted as we get investors and more team members.

My questions are:

  1. Do we need to assign stocks to the cofounders immediately after incorporation? Or can we wait for 2-3 months till we get some customers and perhaps investors?
  2. If we should do the stock assignment right away, then should we divide the entire 20 millions stocks or do it partially and reserve the rest for investors?
  3. If we get investors, then there will likely be a vesting schedule that we will have to follow - can we do the stock assignment and 83b election then?
  4. Without doing the stock assignment, is it okay to accept payments into the company bank account?

Thanks in advance for the help!

  • purebiz@alien.topOPBEnglish
    1·
    1 year ago

    Ok, will think about your suggestions on the equity split.

    Any thoughts on the core questions I asked in the thread?

    • SaltMaker23@alien.topBEnglish
      1·
      1 year ago
      1. Assign all stocks to all founders at creation, this is a no brainer. All companies have owners.
        1. You can have a contract for future changes or vested stocks to allow changes even with a potentially unfriendly founder in the future
      2. You’ll emits new stocks when you have investors, that’s how dilution works, you don’t sell your current shares. The money goes to the company, not your pocket like when selling shares.
      3. I’m not in the US can’t help you with that
      4. The company can accept paiments from the incorporation

      Question 1 and 4, indicate that you might need to really ask for help of an accountant or CPA.