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Insights

What is a Plan of Merger, and When is it Required?

A Plan of Merger is a legal document that sets out the terms and conditions of a merger between two or more entities. It typically includes:

Stock Purchase vs. Asset Purchase

A stock purchase occurs when the buyer acquires shares of the target company directly from its shareholders. This gives the buyer ownership and control of the entire company, including its assets, liabilities, and contracts. Because the legal entity itself does not change, most contracts, licenses, and permits remain intact, allowing business operations to continue without disruption.

Key Advantages of an Asset Purchase

An asset purchase allows buyers to acquire selected assets and liabilities of a business instead of taking ownership of the entire entity. This structure offers several advantages:

Licensing Agreements for Startups: How to Protect, Monetize, and Scale Your IP

If your startup is built on software, content, data, or inventions, you likely need a Licensing Agreement. Whether you’re giving others the right to use your IP or licensing third-party tech for your own product, a well-drafted agreement is the key to protecting your rights and unlocking revenue.

Employment

What happens if a startup skips compliance steps during onboarding?

You risk fines, penalties, or lawsuits. For example, missing wage notices or payroll setup can trigger regulatory issues.

Employment

How soon should onboarding start?

Before day one. Send documents and policies in advance so the employee begins with clarity and confidence.

Employment

Do startups really need formal onboarding?

Yes. Even with a small team, onboarding helps establish culture, set expectations, and avoid compliance mistakes.

Employment

When should startups use contractors instead of employees?

Contractors are best for short-term, specialized, or non-core projects. Employees are necessary for ongoing roles central to your business.

Employment

Why does contractor misclassification matter to investors?

It creates legal and financial liabilities. Investors want clean workforce records to avoid unexpected tax or compliance risks.

Employment

Can I just call someone a contractor to avoid employment laws?

No. Classification depends on the actual working relationship, not the job title or contract language.

Employment

What’s the biggest difference between a contractor and an employee?

Contractors control how they do their work and usually operate independently. Employees work under your direction and are integrated into your business.

Employment

Why are offer letters important in startups?

They clarify compensation, benefits, and employment terms, reducing the risk of disputes and protecting the company legally.

Employment

Do equity grants need formal documentation?

Absolutely. Grants should be approved by the board, backed by a 409A valuation, and issued through a written equity plan.

Employment

What’s the standard vesting schedule for startup equity?

Most startups use a 4-year vesting schedule with a 1-year cliff to ensure commitment and retention.

Employment

Should founders take a salary in the early stages?

Yes, but it should be modest. Paying yourself something demonstrates value for your time, but it shouldn’t jeopardize the company’s survival.

Employment

Can I fire an employee “at will” without risk?

Not entirely. Wrongful termination, discrimination, or retaliation claims are still possible. Document performance and follow fair processes.

Employment

What happens if I don’t comply with wage and hour laws?

You could face penalties, lawsuits, and government audits. Startups must track hours and pay overtime where required.

Employment

Do small startups need employee handbooks?

Yes. A handbook sets clear expectations and helps protect against legal claims, even for small teams.

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