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yokumtaku

185 karma · joined July 7, 2008

I'm a corporate partner at Wilson Sonsini Goodrich & Rosati. My blog is http://www.startupcompanylawyer.com.
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yokumtaku··on "Convertible Equity" - A Better Alternative to Convertible Debt?
Sachin - the point is that "convertible equity" can be characterized as qualified small business stock, with potentially a lower capital gain tax rate. It's not the start period on long term capital gains -- as LTCG would start when convertible debt is issued anyway.
yokumtaku··on Terms of Yuri Milner/SV Angel’s $150K investment into YC companies
The note stays outstanding. Generally speaking, there's no good reason for the investor to want to convert into equity, as debt is better in a bankruptcy situation.

Some companies might return money to investors before shutting down.

yokumtaku··on Terms of Yuri Milner/SV Angel’s $150K investment into YC companies
Yes, it's the investor option to convert upon maturity into Series AA, not the company option to force conversion.
yokumtaku··on 90% of Y Combinator Startups Have Already Accepted The $150k Start Fund Offer
See http://www.startupcompanylawyer.com/2007/04/28/what-should-t...

and http://www.startupcompanylawyer.com/2010/01/11/what-is-a-con...

yokumtaku··on Complete Set of Founder Friendly Legal Docs
I will ponder using that disclaimer the next time I let Adeo post any sample documents. :)
yokumtaku··on Complete Set of Founder Friendly Legal Docs
You rang? These are the incorporation-related docs used by over 25 of the companies that graduated from TheFunded Founder Institute. The Certificate of Incorporation creating the Class F common stock and the restricted stock purchase agreement were previously made available a few months ago. Adeo simply posted the rest of the docs that we were using.
yokumtaku··on The Funded Publishes “Ideal First Round Term Sheet” For Founders
See http://www.startupcompanylawyer.com/
yokumtaku··on Founder Institute - anyone attended?
The Summer 2009 semester is the first session. They have lined up an impressive set of mentors for the program.
yokumtaku··on What do you need to do before you quit your job to form a startup company?
Thanks for reminding me that I have that post on "How do I find and hire a lawyer" that I've been meaning to write at some point.
yokumtaku··on Adeo Ressi Fights “Atrocities Of Investors” With New Class Of Founder Stock
See http://www.startupcompanylawyer.com/2009/04/23/what-is-class...
yokumtaku··on Wilson Sonsini Term Sheet Generator
Thank you for the comment. And I'm pretty sure that you are not someone from our marketing department. :)
yokumtaku··on Wilson Sonsini Term Sheet Generator
Thank you for the kind words.
yokumtaku··on Ask HN: "Y Combinator for people?"
There will likely be problems with usury laws in various states that regulate the maximum amount of interest charged on a loan.
yokumtaku··on How to Be an Angel Investor
Of course I remember you and Dave. We should separately catch up. Wondering what you did with the LLC and the other "founders."
yokumtaku··on How to Be an Angel Investor
Thank you for the kind words. Made my day.
yokumtaku··on What state should I incorporate in?
I don't think that any company thinking about raising outside financing should seriously consider Vermont. Basically, the reason why is no one is familiar with Vermont corporate law.
yokumtaku··on Launch: Pitching Hacks, The Book
$19 is the cost of lunch and a couple of lattes. While I don't need the book to learn how to pitch, the humor/entertainment value by itself makes it worth skipping lunch to buy. (Note: this is an unsolicited advertisement. Nivi, if you see this, perhaps you can set up the equivalent of an Amazon affiliate code so I can make 4% off each copy.)
yokumtaku··on Legal to-dos before quitting a job to form a startup company
Apologies. Lawyers should not have to know how to repair MySQL databases. Should be fixed now.
yokumtaku··on Startup legal questions FAQ
Those are both very good points. On the order of the category headers, I'll implement that today.

On the "how to hire" me comment, I've struggled with whether to put more info out there as the original point of the site was so that I could understand what blogging was about (and providing a public service by demystifying things for entrepreneurs). While I have been cold-contacted by a couple of entrepreneurs who have gone on to raise venture financing, I also end up getting contacted by a lot of people who will likely not be successful. I've generally taken the attitude that you have to kiss a lot of frogs in order to find a prince, but some people who have cold-contacted might know that I constantly joke about having to weed out potential axe-murderers. I'll probably add an FAQ in the near future to address how to engage attorneys and how much things cost.

yokumtaku··on Startup legal questions FAQ
Glad that people find the site helpful.
yokumtaku··on Ask HN: LLC with International Founder
You will need to engage someone to help file the LLCs taxes, so you should engage this person now and start asking your question before you incorporate.

Among other things, consider the following:

1. If this is the type of project that is intended to be VC-funded in the future, you should start with a corporation, not an LLC. (Keep in mind that an S corp can't have non-U.S. residents.)

2. If the LLC is a flow through entity, the UK person may have income "effectively connected to a U.S. trade or business," which may subject them to U.S. income tax at the same graduated rates that U.S. persons pay.

yokumtaku··on Ask HN: Review our app, typd.in (a web-based Japanese IME)
The app was neat, but I think anyone that has a need to type Japanese already has an IME. The latency of the app was irritating enough to make me not want to use it for anything more than typing a couple of characters. If it was faster, it would be much more useful. Nice job.
yokumtaku··on Series AA Documents Back Online
WSGR is very interested in working with all startups, including early stage web startups. WSGR represents many YC-backed companies.
yokumtaku··on Series AA Documents Back Online
I'll put up a post about these documents on http://www.startupcompanylawyer.com in the near future.
yokumtaku··on An Analysis of the YC "Open Sourced" Documents In Layman's Terms
I'll put up a post on http://www.startupcompanylawyer.com about these docs at some point in the near future.