MLG Startup Playbook:
A Startup Roadmap

This blog exists to help you understand the shape of the decisions ahead of you — not to replace the judgment of counsel who knows your specific company, your specific investors, and your specific facts. This blog is not legal advice, and they're not a substitute for counsel who can look at your specific facts, your specific investors, and your specific company.

A few situations are worth flagging plainly: these are the moments where the cost of getting it wrong reliably exceeds the cost of a phone call.

When to Call Your Lawyer

Nothing in this blog is meant to suggest that every business decision requires legal counsel. Templates, general knowledge, and careful attention handle a large share of what a technology startup needs day to day. The goal of this blog is narrower: identifying the specific moments where the cost of skipping a lawyer meaningfully exceeds the cost of involving one.

Before You Sign Anything With Real Terms

A term sheet, a priced-round financing document, or any agreement with a co-founder, investor, or acquirer that includes control provisions, liquidation preferences, or vesting terms deserves review before signature — not after. These documents are far easier to negotiate before they're signed than to unwind afterward.

Before You Terminate Someone, Especially a Founder or Executive

Terminations carry the highest concentration of legal risk in ordinary company operations — wrongful termination claims, disputes over vested equity, severance obligations, and in some states, specific procedural requirements that must be followed. A quick call before the conversation, not after, is almost always the cheaper path.

Any Time a Regulator or Government Agency Contacts You

A letter or inquiry from a state labor department, the SEC, the IRS, or any other regulatory body should go to counsel before you respond — even if the inquiry seems routine or the answer seems obvious. Initial responses shape how the rest of the matter unfolds, and they're hard to walk back.

Before a Related-Party or Self-Dealing Transaction

Any deal between the company and a founder, director, officer, or major stockholder — or an entity they control — should be reviewed and properly approved before it closes, not documented retroactively once someone asks about it.

When You're Genuinely Unsure Whether Something Is a Big Deal

The instinct to “not bother the lawyer with something small” is understandable and usually wrong. A quick question that turns out to be nothing costs you little. A significant issue that goes unmentioned because it seemed small at the time costs considerably more, later, when it's harder to fix.

Part 1: Foundations
Lindsey Mignano Lindsey Mignano

Part 1: Foundations

A. Choosing Your Entity and Jurisdiction

B. Cap Table Basics — What Founders Get Wrong Early

C. Founder Equity, Vesting, and Re-Vesting

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Part 2: Raising and Growing
Lindsey Mignano Lindsey Mignano

Part 2: Raising and Growing

A. SAFEs vs. Priced Rounds vs. SAFWs

B. Reading a Term Sheet: The Non-Market Provisions That Should Raise Flags

C. What Investor Control Rights Actually Mean

D. Blue Sky Compliance and Form D

E. Employment Law Basics Across States

F. Independent Contractor vs. Employee

G. Equity Compensation for Employees

H. Advisor Equity — What's Market, What's a Red Flag

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Part 3: Staying Out of Trouble
Lindsey Mignano Lindsey Mignano

Part 3: Staying Out of Trouble

A. Fiduciary Duties — What Founders and Directors Actually Owe

B. Self-Dealing and Related-Party Transactions

C. AI Tools and Legal Privilege

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Part 4: The Exit
Lindsey Mignano Lindsey Mignano

Part 4: The Exit

A. M&A Readiness — What Due Diligence Actually Looks For

B. Control Rights and Who Really Decides on a Sale

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