At this stage almost nothing has gone wrong yet. It has just gone unwritten. The 83(b) has a 30-day window. The stock was discussed but never issued. The contractor who wrote the first version of your product never signed anything about who owns it.
Not lawsuits. Windows that closed, documents that were never signed, and two versions of the truth that will meet in a diligence request four years from now.
01
Founder stock vests, so the election has to be filed in the 30 days after the grant. The deadline has no extension, and missing it cannot be undone. The founder owes tax as the shares vest, on a valuation nobody planned for, found by an accountant years later.
02
Everyone agreed the split. The board never approved the issuance, no purchase agreement was signed, and the ledger is one line in a spreadsheet. Until the paperwork exists, the split is a conversation. The fix gets harder the more the company is worth.
03
Without a signed assignment, the contractor who built your first version may still own it. Every investor’s counsel asks about this, and the person you have to go back to has often stopped answering email.
04
An option plan adopted by verbal agreement. Grants promised in Slack. A bank account opened by someone the board never authorized. Each one is repairable now, in an afternoon, and unpleasant later, in front of an investor.
05
A Delaware C-corp owes an annual report and franchise tax whether or not it has revenue. The first bill can arrive calculated on the authorized-shares method and look like a mistake. It is not, and it is avoidable. Ignore it and you lose good standing right when a term sheet needs it.
06
The charter is in Gmail, the SAFEs in Dropbox, the contractor agreements in Notion, and the cap table is a spreadsheet three people have edited. None of it is wrong yet. It is not one thing. The day it needs to be, you will have four weeks to make it so.
An endpoint runs the whole transaction, not a template: documents, approvals, signatures, filings, record updated after. These six do almost all of the work at this stage.
The company, made real: charter filed, bylaws adopted, EIN obtained, initial board consent routed and signed. Five credits plus the state fee at cost.
Purchase agreements with the vesting and repurchase terms in them, consideration recorded, the ledger written. The split is paper, not a conversation.
Elections prepared and mailed with tracked delivery, receipts filed, the 30-day clock on the record instead of in your head.
Everything built before the company existed, assigned to the company. Every founder, every early contributor.
The agreement, the statement of work and the IP assignment for anyone helping you build, signed before the code matters.
The annual report and franchise tax, as a task with a date rather than a penalty notice.
/create-nda joins the moment a conversation needs one. One credit, executed copy straight into the Legal Room.
A worked example
Two founders, a 60/40 split, four-year vesting, and one of them still finishing a notice period at a previous employer. That last fact is the only thing a licensed attorney needs to look at, and FinePrint says so before it drafts anything.
RUN /incorporate
state: DE · founders: 2 · split: 60 / 40 · vesting: 4 years, 1-year cliff
✓charter filed — DE Secretary of State · bylaws adopted · EIN obtainedMon PM
✓/issue-founder-stock — agreements executed, ledger writtenMon PM
●prior-employer IP question Yellow attorney & scope on screen · includedTue AM
✓/assign-ip — both founders, all pre-incorporation workTue PM
→/file-83b — 2 elections, day 3 of 30Wed AM
Day one, closed out. Charter, bylaws, first consent, two stock purchase agreements and two IP assignments in the Legal Room. The 83(b) clock has 27 days left, and next year’s franchise tax is on the calendar.
30
Days to file an 83(b) election, with no extension. The clock lives on the record.
5
Credits for the whole incorporation, plus the Delaware filing fee at cost.
1
Question that needed a licensed attorney. Scope on screen first, no cost on top of the plan.
2
Board consents a pre-seed company should already have, and most have none of.
Solo founder — $100 a month. For a solo founder or a company that has just incorporated. About what a startup firm bills in ten minutes, and it is for the company, not per seat.
Move up to Startup — $300 — when you make your first hire. A hire brings employment law into the company: an offer, a PIIA, policies, a grant that needs board approval and a current 409A, a payroll registration in that person’s state. About nine credits per hire. Twenty will not hold it.
Until then, stay on Solo founder.
This is the whole list. It is short, and a company that has all of it will never spend a diligence cycle reconstructing its own history.
| On file | Why it exists | When it’s due | Endpoint |
|---|---|---|---|
| Certificate of incorporation, as filed | The stamped copy, not the draft. Authorized shares and par value are the numbers everything downstream depends on. | At formation | /incorporate |
| Bylaws | How the board acts, how consents work, what a quorum is. | At formation | /incorporate |
| Initial board consent | Appoints directors and officers, adopts the bylaws, authorizes the bank account and the stock issuance. | At formation | /create-board-consent |
| Founder stock purchase agreements | The document that transfers the shares, with the vesting and repurchase right in it. | At formation | /issue-founder-stock |
| 83(b) elections, with proof of mailing | Elects to be taxed on the value at grant. The proof of mailing is the part people lose. | Within 30 days of the grant | /file-83b |
| IP assignments — every founder | Assigns what was built before the company existed to the company. | At formation | /assign-ip |
| IP assignments — every contractor | Without a signed assignment, they may still own what they built. | Before they start | /engage-contractor |
| Stock ledger | Who owns what, reconciled to the consents that authorized each issuance. | Continuous | The record |
| Annual report and franchise tax | Due whether or not the company has revenue. Missing it costs you good standing. | Annually | /annual-compliance |
| Every NDA you’ve signed | Including the ones on someone else’s paper. You are bound by those too, and you will be asked. | As they happen | /create-nda |
If you already have some of this: bring it. Signed documents you already hold are filed into the Legal Room and the record is built around them. Today shows you which rows are still missing, which disagree with each other, and which are due soon.
Incorporation on standard terms, founder stock on a standard vest, 83(b) elections, contractor agreements, NDAs on your paper, the annual filings.
A founder still employed elsewhere, a co-founder leaving before the cliff, a founder outside the United States: anything where someone other than the company might have a claim to what you have built. A licensed attorney answers before anything moves. Included in your plan.
Rare this early: a demand letter from a former employer, a founder dispute, a university claiming rights in the technology. A specialist takes it with the file already built.
How review works, the two modes, the independence rules, and what a reviewer sees: who reviews the work
For most of it, no. Founder stock can be issued, board consents adopted, IP assignments signed, and the ledger reconciled: an afternoon of work now, a diligence problem later. The one thing that cannot be repaired is a missed 83(b) window. If yours has passed, that is a conversation with a tax adviser, and the record tells you which of those two situations you are in.
It runs the transaction. The charter is filed with the state, the EIN is obtained, the bylaws are adopted, the initial consent is routed for signature, the stock purchase agreements are executed, and the 83(b) elections are prepared, mailed and tracked to receipt. The executed documents and filing receipts land in the Legal Room, and the record updates after.
The subscription is for the coverage after the incorporation: the record staying current, the calendar being watched, the contractor agreements and NDAs you will sign this year. If you only want a one-time filing, a filing service is cheaper and you should use one. The reason to be here is that nobody else is watching for the question you should have asked.
If you intend to raise venture capital, that is what investors expect, and FinePrint runs it. If you do not, there are cheaper and simpler structures. That is a judgment call about your plans, so FinePrint flags it rather than answering it for you.
You export everything (the whole Legal Room, every executed document and filing receipt) or you delete it permanently. Both are available on any day, including on the $100 plan. Your record was never training data for a shared model, so nothing of yours is left behind.
The 30-day windows are running whether or not anyone is watching them.
Book a demo. Thirty minutes, and you watch the formation endpoints fill in the rows above: incorporation, founder stock, the 83(b) clock.
Book a demoOr read ahead. Everything you file now is what the next stage gets tested on. The Series A page is the request list you will eventually answer, written out in advance.
Series A