State-Specific Requirements:
Filing is usually done with the Secretary of State or an equivalent office.
Example:
In New York, register through Start a Business in New York.
In Delaware, file via Start a Business in Delaware.
Documents You’ll Need:
Articles of Incorporation (for corporations) or Articles of Organization (for LLCs).
Operating Agreements (LLCs) or Bylaws (Corporations).
Sole Proprietorship: Simplest form, ideal for individuals with no employees or partners.
Limited Liability Company (LLC): Balances simplicity with liability protection.
C-Corporation: Common among startups planning to raise venture capital, offering strong liability protection but with higher tax obligations.
S-Corporation: Suitable for small businesses seeking pass-through taxation.
Pro Tip: Many startups register as Delaware C-Corps due to favorable corporate laws and investor preferences.
An Employer Identification Number (EIN) is like a Social Security number for your business and is required for tax purposes.
How to Get It: Apply online when registering your business with the state or directly through the IRS website.
While sharing your ideas can be nerve-wracking, over-protecting them can hinder collaboration and growth.
When NDAs Are Necessary
Sharing proprietary information or technical codebase.
Engaging employees, contractors, or partners who will access sensitive data.
When NDAs Aren’t Needed
General discussions about your idea—execution matters more than the idea itself.
Investors typically won’t sign NDAs due to the volume of startups they engage with.
Choosing a Name:
Ensure it’s unique and reflects your business.
Check domain name availability for your website.
Trademarking:
Protect your brand’s name and logo by registering them with the United States Patent and Trademark Office (USPTO).
This prevents others from using a similar identity in your industry.
Logo Design:
Use tools like Canva or hire a designer to create a memorable and professional logo.
Your logo should visually communicate your brand values and mission.
The specific steps vary by each state, but it typically involves filing with the Secretary of State or a similar office. In New York State, you can file here: https://www.ny.gov/services/start-business-new-york-state. In Delaware, you can file here: https://delaware.gov/guides/business/.
Different business structures have different tax and legal implications. The more complex your entity, the more taxes you pay but the more legal protections you have. If you are a solo practitioner or individual consultant, a sole proprietorship is the least complex form. However, if you have business partners, you may want to consider limited liability structures, such as the LLC, C-Corp, or S-Corp. Most startup companies register as Delaware State C-corporations.
An EIN (Employer Identification Number) is a federal tax ID the same way your social security number identifies you with the IRS. When you register your business with the state, you will also get a federal EIN.
You will need a business entity (See: “How do I register my business”) to open a business bank account. A business bank account is useful when you have cashflow coming in and out of your business, such as sales transactions or you have a loan or an investment.
The salaries of early hires. Hardware or software costs to set up your business. Administrative and legal costs (such as incorporation fees). Permits and licenses necessary for your business. Market research costs, such as purchasing industry reports or paying for software tools to conduct customer research. Marketing and advertising costs.
General rule is no; an NDA is overkill if you’re just talking about your idea. Ideas are cheap! Startups live and die on team and execution. The only time an NDA is a good idea is when you are hiring someone who will access proprietary information or your technical codebase. Investors who meet hundreds of startups a week will not sign NDAs because this would be highly impractical.
When choosing a name, pick a simple, easy-to-spell, memorable company name aligned with your mission, and check for domain and trademark availability. Use free tools like USPTO's TESS and WIPO's database to monitor potential conflicts. If the name is available in your industry, you’re off to the races! Although trademark registration is recommended, this isn’t always feasible for early-stage founders. You can establish a prolonged use case by consistently using the name and logo across all platforms to build recognition. When designing a logo, prioritize simplicity, scalability, and DIY tools like Canva or Looka to create a professional look on a budget. (Note that the name you decide to do business with and trademark doesn’t necessarily need to match your legal entity name. For example, IKEA is the widely known trademark, but its legal name is Inter IKEA Systems B.V.).
