Resource Center

Stay in the know with the latest news and expert insights from StartSmart Counsel. Our dedicated team of advisors regularly shares valuable updates, industry trends, and business wisdom to help you navigate the entrepreneurial journey. Explore our curated collection of news articles and blog posts to gain valuable insights and stay ahead in your startup endeavors.

Token Launch Without a Lawsuit: How Founders Misread Securities Laws in Web3 Fundraising
Jennifer Newton Jennifer Newton

Token Launch Without a Lawsuit: How Founders Misread Securities Laws in Web3 Fundraising

Token launches remain one of the most legally complex fundraising mechanisms due to overlapping regulatory frameworks and evolving enforcement priorities. This article provides a detailed analysis of how the Howey Test is applied to digital assets, emphasizing the importance of economic substance over labeling. It examines high-risk factors such as pre-functional token sales, centralized development control, and profit-oriented marketing, all of which can trigger securities classification. The discussion extends beyond the SEC to include CFTC considerations, FinCEN obligations, and state-level regulatory exposure. The article also evaluates common structuring approaches—including SAFTs, Regulation D offerings, and offshore strategies—highlighting their legal tradeoffs and limitations. Founders gain insight into how legal design decisions affect token liquidity, exchange listings, investor participation, and long-term project viability.

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HIPAA Isn’t Your Only Problem: The Hidden Healthcare Compliance Risks in Startup Vendor Contracts
Jennifer Newton Jennifer Newton

HIPAA Isn’t Your Only Problem: The Hidden Healthcare Compliance Risks in Startup Vendor Contracts

Healthcare vendor agreements often impose obligations that exceed statutory requirements, creating significant hidden liability for startups and service providers. This article analyzes how contractual provisions—particularly indemnification clauses, data security representations, audit rights, and breach notification requirements—can expand exposure beyond HIPAA compliance. It explores the interaction between regulatory frameworks and private contractual risk allocation, demonstrating how failure to meet contractual standards can trigger liability even when regulatory compliance is maintained. The piece also addresses flow-down obligations to subcontractors, the limitations of cyber insurance coverage, and the increasing role of state privacy laws and FTC enforcement in shaping compliance expectations. Practical guidance is provided on negotiating high-risk provisions, aligning contractual commitments with operational capabilities, and mitigating exposure in healthcare transactions.

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What It Takes to Structure a Master Development Agreement for a City (And Why Cities Are Starting to Think Like Startups)
Jennifer Newton Jennifer Newton

What It Takes to Structure a Master Development Agreement for a City (And Why Cities Are Starting to Think Like Startups)

Cities are no longer just regulators or landowners. Increasingly, they are acting like strategic operators—more akin to startups—leveraging legal and financial tools to attract capital, accelerate development, and compete for long-term economic relevance.

One of the most powerful—and often underutilized—tools enabling this shift is the Public-Private Partnership (PPP) statutory framework.

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Struggling with AML Compliance Costs? How FinCEN’s Proposed AML/CFT Rule Could Reshape Obligations for Startups and SMBs
Jennifer Newton Jennifer Newton

Struggling with AML Compliance Costs? How FinCEN’s Proposed AML/CFT Rule Could Reshape Obligations for Startups and SMBs

Regulatory compliance remains one of the most significant barriers to growth for startups and small-to-mid-sized businesses (SMBs) operating in financial services, fintech, and adjacent industries. Anti-Money Laundering (AML) obligations under the Bank Secrecy Act (BSA) have historically required substantial investment in personnel, systems, and documentation, often without clear alignment to actual risk exposure.

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Worried About Expiring Stock Options? Strategic Solutions Startups Must Implement Before It’s Too Late
Jennifer Newton Jennifer Newton

Worried About Expiring Stock Options? Strategic Solutions Startups Must Implement Before It’s Too Late

For startup founders and early-stage companies, equity compensation is one of the most powerful tools for attracting and retaining top talent. However, stock options (particularly Incentive Stock Options (ISOs) and Non-Qualified Stock Options (NSOs) carry a critical and often overlooked risk: expiration. When options approach their expiration date, employees may face significant financial, tax, and liquidity challenges. At the same time, companies must navigate retention concerns, cap table implications, and compliance obligations.

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Struggling to Navigate SEC Crypto Regulations? What the New 2026 Guidance Means for Innovators and Startups
Jennifer Newton Jennifer Newton

Struggling to Navigate SEC Crypto Regulations? What the New 2026 Guidance Means for Innovators and Startups

The U.S. Securities and Exchange Commission’s 2026 interpretive guidance on crypto assets represents one of the most consequential regulatory developments for blockchain companies in nearly a decade. For crypto innovators, startup founders, and venture-backed projects, the challenge is no longer simply technological execution. It is regulatory alignment.

This newly issued framework provides long-awaited clarity on how federal securities laws apply to crypto assets, transactions, and emerging blockchain-based activities. However, it also introduces nuanced distinctions that significantly impact token design, fundraising strategies, and operational models.

This article explores the key elements of the SEC’s guidance and analyzes how it directly affects crypto startups, founders, and investors.

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