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Tax Planning for Founders

Founders make most of their consequential tax decisions before anyone calls it a transaction. Entity choice, original issuance, option exercises, and 83(b) timing all set the ceiling on what planning can accomplish later.

Short answer

When should a founder start tax planning?

Earlier than most expect. QSBS eligibility depends on facts fixed at issuance, equity compensation depends on exercise and vesting timing, and pre-exit options narrow sharply once a sale process begins.

What gets looked at first

  • Corporate history
  • Original issuance and stock records
  • QSBS Section 1202 signals
  • Option and RSU history
  • 83(b) elections
  • State residency
  • Prior returns
  • Where advisor responsibilities currently sit

What a first engagement looks like

The process maps the equity and entity timeline, identifies which positions still have open planning windows, assembles the evidence file a buyer or examiner would ask for, and coordinates counsel and preparer review.

Founders, business owners, families, real estate owners, and advisor teams converging on one documented tax review

Records to organize

  • Cap table and its history
  • Incorporation and conversion documents
  • Stock purchase agreements
  • 83(b) filings
  • Option grants and exercise notices
  • 409A valuations
  • Prior-year returns

Who this is for

Startup and private-company founders, co-founders, early employees with meaningful equity, and the CPAs and attorneys who advise them.

Licensed-professional boundaries

FAQs

Not necessarily, but the available options narrow. Reporting, documentation, and estimated-tax decisions still matter, and some positions can still be supported.

No. Transaction documents, negotiation, and legal rights require qualified counsel. MMVFO coordinates the tax review context.

The corporate history can often be reconstructed, but it is materially easier before a transaction than during diligence.

Reviewed by Joshua V. Azran, CPA/ABV/CFF, CMA, CGMA, CFE | Last updated

Private diagnostic

Map the planning issue before documents and advisors move.

MMVFO can review the facts, timing, advisor roles, records, and implementation boundaries before a strategy becomes a return position or transaction decision.

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