Description

Legal Essentials for Startups: Structures, the Germany-to-U.S. "Flip" & VC-Ready Cap Tables

The legal decisions you make in your first year in the U.S. will follow you for the next decade.

Choosing the wrong corporate structure can block you from raising U.S. VC funding. Getting the "Flip" wrong, the restructuring many German startups need to access Silicon Valley capital - can trigger significant tax liabilities. And signing U.S. contracts without understanding how they differ from what you're used to in Germany can expose you to risks you didn't know existed.

This session brings together two experienced transatlantic lawyers to walk you through the legal landscape U.S.-bound founders actually face, without the jargon.

Topics Covered

• How to Do Business in the U.S. - The Legal Foundation What it means to operate as a foreign company in the U.S., liability basics, and where European founders are most exposed.

• Forming a U.S. Subsidiary or Acquiring a U.S. Business Practical guidance on entity formation, the difference between LLC and C-Corp, and what triggers what.

• The Germany-to-U.S. "Flip" When a corporate flip makes sense (and when it doesn't), how it works legally and structurally, the tax risks that can prevent it from being viable, and what alternative structures are available.

• Raising Capital from U.S. VC Investors What U.S. investors expect from your cap table, how SAFEs work in the U.S. context, and how to structure a round that doesn't create problems down the line.

• Managing Risk in U.S. Contracts The key differences between U.S. and German contract culture - and the clauses that catch European founders off guard.

Speakers 

Achim Hoelzle
Founding Partner, FeldbergPacific Law | Transatlantic Corporate & Startup Law

Daniel Zimmermann
Partner, WilmerHale | International VC & Technology Transactions

Registration & Pricing

This Masterclass is part of the GABA Founders’ Hub Masterclass Series — practical, focused sessions delivered by experienced practitioners, not theorists.

Participants may register per session or for the full course.

If you are interested in becoming a Founders' Hub Member, please reach out to foundershub@gaba-network.org.

GABA Registration and Refund Policy