Ever heard of a Delaware Flip? If you’re running a foreign company and want access to U.S. investors or U.S. dollars, this might be a smart move. A Delaware Flip involves setting up a U.S. holding company (often in Delaware) that owns your foreign operating company; a common structure for global startups looking to raise capital from American VCs.

Not all investors are what they seem. At every demo day, networking mixer, or pitch night, there’s always someone promising the world… without ever writing a check. As a former founder, I’ve seen it firsthand. Don’t get caught up in empty conversations with fake VCs. Use tools like AngelList and Crunchbase, and always ask the tough questions about their track record.

As of March 2025, beneficial ownership reporting requirements under the Corporate Transparency Act (CTA) do NOT apply to foreign investors whose businesses were formed in Delaware or any of the 50 U.S. states. This update brings peace of mind to international founders navigating U.S. regulations, no unnecessary paperwork, no wasted time.

Founders, here’s a term you should NEVER agree to in your cap table: non-dilutable equity. It might sound harmless, but it’s a ticking time bomb for future fundraising and your ownership.

Yep, it happens more often than you think. Here are 3 ways investors can quietly shift the power:

Negative covenants — They can require investor approval before key decisions.

Board control — Giving up too many seats means giving up your voice.

Super-voting shares — Some shares can carry more than one vote, tipping the scales.

Thinking of funding your own startup? Before you cut that check, make sure you’re doing it the right way. The way you structure your initial investment whether as a capital contribution or a loan can have a major impact on your taxes and how you get paid back. Every dollar you put in should work for you, not against you.

Thinking about loaning money to your own company? Be careful if you don’t structure it correctly, the IRS could treat it as a capital contribution, meaning you lose key protections. Learn the right way to document your loan so you can get paid first and avoid investor challenges.

Raising capital is exciting, but every investment round means giving up equity. The real question isn’t how much you own it’s how much it’s worth. Too many founders focus on keeping a big slice of the pie instead of making the whole pie bigger. The right strategy ensures that even with dilution, your stake increases in value. Want to navigate funding without losing control? Let’s make sure your growth works for you, not against you.

Founders, let’s talk TAXES!
Your capital contribution isn’t just a number it impacts your tax bill, your losses, and what you owe when you cash out. If your basis is too low, you could be hit with unexpected taxes. If it’s high enough, you might owe nothing on distributions. Don’t let tax surprises derail your success!