U.S.-Licensed Corporate Attorney — Delaware C-Corp Revival + Multi-Party Share Issuance

Posted 2 weeks ago

Only freelancers located in the U.S. may apply.U.S. located freelancers only

Summary

We are seeking a U.S.-licensed attorney (active bar membership required) to handle the revival of an existing Delaware C-Corporation and the associated share issuance for six partners, two of whom will hold shares through non-U.S. entities. Please note: this role requires an attorney personally licensed and in good standing in a U.S. state. Applicants working under a separate supervising attorney's license, or non-U.S.-licensed consultants, are not a fit for this engagement. Please state your bar number and state(s) of admission in your response. Scope of work: 1. Delaware C-Corp Revival — File Certificate of Revival for an existing entity (incorporated 1985, voided 1989 for tax delinquency), and simultaneously file an Amended Certificate of Incorporation to increase authorized shares beyond the original 3,000. 2. Formation & Governance Documents — Bylaws, officer elections, and board resolutions. 3. Share Issuance — Issue shares to six partners (one at 30%, two at 15%, three at 10%, plus 10% reserved for future investors). Two shareholders will hold through non-U.S. entities. Share issuance must include vesting terms, right of first refusal, and exit provisions built in at issuance (not deferred). Foreign entity shareholders will each designate an individual as their board representative. 4. W-8BEN-E documentation for the foreign entity shareholders. A comprehensive standalone shareholder agreement (deadlock mechanics, drag/tag-along, information rights) may follow as a later phase and can be quoted separately — but the essential protective terms above must be part of this phase. Please submit a flat-fee proposal. Delaware state filing fees and back taxes are paid separately by the client.

  • $2,500.00

    Fixed-price
  • Intermediate
    Experience Level
  • Remote Job
  • Complex project
    Project Type
Skills and Expertise
Mandatory skills
Corporate Law
C-Corporation
Nice-to-have skills
Legal Consulting
Activity on this job
  • Proposals:Less than 5
  • Last viewed by client:3 days ago
  • Hires:
    1
  • Interviewing:
    1
  • Invites sent:
    0
  • Unanswered invites:
    0
About the client
Member since May 28, 2026
  • United States
    Los Angeles1:28 AM
  • 1 hire, 1 active

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