BKK Roundtable is a video series from Bean, Kinney & Korman where attorneys from different practices work the same problem at one table. One set of facts, handed from practice to practice, so you can see exactly where the answers diverge. In this segment, Evan St. John, Jennifer O. Schiffer and Maureen E. Carr follow one company from before it legally exists. Jennifer explains why entity choice is really an ownership and control conversation wearing a tax costume, what an LLC and a corporation actually decide differently, and why Qualified Small Business Stock has to be handled at formation or not at all. Evan asks what founders should settle among themselves before they ever call a lawyer, which turns into equity splits, contributed IP, unequal effort, and who holds day-to-day authority. Maureen closes on the part most founders don't expect this early: whether the founders are employees at all, and where restrictive covenants live. "If they aren't on top of things and get a clear agreement in place early on, either very quickly or years after they've started, they'll run into business issues where one person thought that they were authorized to do something, the other person disagrees, and then you have a business dispute."