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Section 83(b) Elections and Non-US Persons

Section 83(b) Elections and Non-US Persons

Occasionally a company calls me and asks me about granting a stock award to a service provider in a foreign country.  That can be done, though it often involves drafting an international form of stock award agreement, sometimes involves adopting a sub-plan to be...
Form 1099-NEC and Legal Services

Form 1099-NEC and Legal Services

It’s 1099 season. For those of you who paid a law firm for legal services this year, here are three tips: 1. Payment for legal services goes in box 1 of Form 1099-NEC. Do not use Form 1099-MISC. Form 1099-MISC box 10 “Gross proceeds paid to any...
SAFEs in LLCs

SAFEs in LLCs

Updated. Originally posted September 14, 2019. Once there was a beautiful tech incubator named Y Combinator. In a dream one night she saw herself curing every start-up’s funding woes with a magical new creature called a SAFE. When she woke up, she got to work creating...

Tying an Earnout to Services

  Earnouts are a common feature of M&A transactions, particularly when the buyer and seller disagree on the value of the business. Rather than resolving that disagreement at closing, the parties agree that additional consideration will be paid later if...
Fixing a Missed 83(b) Election

Fixing a Missed 83(b) Election

“You filed your Section 83(b) election, right?” Silence. “Right?” I gave a presentation years ago on how to fix a missed tax code Section 83(b) election. My phone started ringing the moment I returned to my office. Turns out, these get missed. Apparently, founders...