Startup Attorney Needed: Parent/Subsidiary LLC Structure and Operating Agreements

Posted 2 weeks ago

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

Summary

We are an experienced founding team developing a professional exam-preparation technology business and are seeking a U.S.-licensed startup/business attorney to advise on and document a multi-entity ownership structure. Our current working model includes: • A parent holding company owned by three founders. • A majority-owned subsidiary. • Minority participation by advisors and subject-matter contributors. • Potential future subsidiaries for additional verticals. • Performance-based participation, vesting, removal, buyout, and transfer provisions. • Centralized ownership or licensing of technology and intellectual property. The engagement would include: Phase 1 — Entity and jurisdiction analysis • Recommend appropriate entity types. • Delaware vs other states / other appropriate jurisdictions. • Review governance, tax, liability, fundraising, and administrative considerations. • Coordinate with our tax advisor as needed. • Provide a concise recommended structure. Phase 2 — Parent company • Formation documents. • Multi-member operating agreement. • Founder ownership, voting, management, deadlock, transfer, buy-sell, capital contribution, and IP provisions. Phase 3 — Subsidiary • Formation documents. • Operating agreement documenting parent control and minority participation. • Advisor/contributor equity or profits-interest framework. • Vesting, performance expectations, removal, forfeiture, and buyout provisions. • Appropriate parent/subsidiary IP and services agreements. We are currently bootstrapping and prefer a fixed-fee, milestone-based arrangement. We are open to paying an initial portion upfront with the balance paid in installments or partially deferred under clearly defined terms. Applicants must: • Be an actively licensed U.S. attorney. • Provide state(s) of admission and bar number. • Have meaningful experience with startup LLCs, holding companies, subsidiaries, founder equity, advisor equity, and operating agreements. • Identify the state they are licensed in. • Describe two comparable engagements. • Provide proposed phases, fixed fees, payment structure, and expected deliverables. Generic template drafting or non-attorney legal-document services are not what we are seeking.

  • Less than 30 hrs/week
    Hourly
  • 1-3 months
    Duration
  • Expert
    Experience Level
  • Remote Job
  • Ongoing project
    Project Type
Skills and Expertise
Mandatory skills
Partnership Agreement
Activity on this job
  • Proposals:Less than 5
  • Last viewed by client:last week
  • Interviewing:
    0
  • Invites sent:
    0
  • Unanswered invites:
    0
About the client
Member since Nov 24, 2009
  • United States
    Charlotte5:54 AM
  • $581K total spent
    241 hires, 11 active
  • 27,723 hours
  • Tech & IT
    Small company (2-9 people)

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