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Blackwing

From Delaware incorporation to your Series B, without the hourly meter.

The corporate work that decides who owns the company and how it raises money. We set up the entity, paper the founders, run your SAFEs and priced rounds, and keep the cap table and board records clean enough to pass diligence on the first try.

Venture & Corporate services

Each one is a flat fee, quoted before we start. Hover a service to see what's included.

7 services

  1. IncorporationsA Delaware C-corp set up the way investors expect, from charter to founder stock.Delaware certificate of incorporation with an authorized share count sized for future roundsBylaws, initial board consent and incorporator actionFounder restricted stock purchase agreements with vesting and acceleration terms you choose
  2. Corporate GovernanceBylaws, charter changes, board structure and consents kept clean between rounds.Review of your charter, bylaws and existing consents with a list of gapsBoard and stockholder written consents for pending decisionsRatification consents for past actions that were never formally approved
  3. SAFEsPost-money SAFEs, side letters and cap modeling for your first raise.Post-money SAFEs based on the standard Y Combinator form, with cap and discount filled inSide letters for pro rata, MFN or information rights where an investor asksA conversion model showing founder ownership at an assumed priced round
  4. Due DiligenceData room, disclosure schedules and cleanup so diligence does not stall your round.A structured virtual data room organized to standard venture request listsGap review of corporate records, cap table, IP assignments and material contractsRemediation documents such as ratifications and confirmatory IP assignments
  5. Priced Financing RoundsCompany-side counsel for Seed, Series A, B and later priced equity rounds.Term sheet review with a plain-language summary of economic and control termsAmended and restated certificate of incorporationStock purchase, investor rights, voting and ROFR and co-sale agreements
  6. Founder AgreementsEquity, vesting, IP and departure terms agreed while founders still agree.Restricted stock purchase agreements with time-based vesting and a cliffSingle or double-trigger acceleration provisions as agreedConfidential information and invention assignment agreements for each founder
  7. Equity Plans & GrantsEquity incentive plan, option and RSA grants, and approvals done in order.Equity incentive plan with stockholder and board adoptionForm stock option agreements for ISOs and NSOs and notices of grantRestricted stock award agreements with 83(b) election forms

Who we work with

  1. 01

    Founders incorporating before they hire, raise or sign a customer

  2. 02

    Companies raising a pre-seed or seed round on SAFEs

  3. 03

    Teams leading or negotiating a Series A or later priced round

  4. 04

    Companies cleaning up governance before diligence

Venture & Corporate questions

Most venture-backed startups incorporate as Delaware C-corporations because investors, option plans and QSBS planning all assume one. If you don't plan to raise venture capital, an LLC can make sense. We work through the trade-offs with you before you file.

We represent the company. When founders' interests diverge, for example in a departure or a contested vesting change, we tell you and suggest that individuals get their own counsel.

Every financing is a flat fee, agreed before we start. The scope is set by round type, the number of investors and how much negotiation the term sheet needs.

Other practice areas

Talk to a venture & corporate attorney.

A short call with an attorney. You leave with a written scope and one fixed price.

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Attorney advertising. The information on this site is general and is not legal advice. Contacting Blackwing or using this site does not create an attorney-client relationship. Prior results do not guarantee a similar outcome.