+ Expand · Legal Entity & U.S. Formation
U.S. entity formation, IP assignment, cap table architecture, and foreign entity qualification — delivered by Scott Gordon, 28+ years of legal practice from startup formation to IPO.
28+
Years legal practice
Day One
Investor-ready structure
What Legal Entity & U.S. Formation Is
ATA structures the U.S. legal entity to be investor-ready, tax-efficient, and operationally sound — from entity selection and IP assignment through cap table architecture and foreign qualification. Every engagement is led by Scott Gordon, whose 28 years of practice spans startup formation, venture-backed growth, and IPO. U.S.-law advice is delivered through co-counsel under Scott's supervision.
U.S. entity formation and bylaws
EIN registration and registered agent
Operating agreements and cap table structure
IP assignment agreements and patent strategy
Foreign entity qualification (state-level)
Trademark registration and brand protection
Our Services
Every engagement covers all four pillars simultaneously — not sequentially. One general contractor, every layer running in parallel.
01
Pillar 01
The legal, financial, and operational base that makes U.S. presence real.
Legal and Entity
C-Corp/LLC, EIN, registered agent, contracts, and IP assignment.
Banking and Finance
Bank account, payments, bookkeeping, tax, and payroll setup.
Talent and Operations
U.S. executive hiring, HR infrastructure, and PEO/EOR setup.
02
Pillar 02
Regulatory frameworks and compliance programs your sector requires.
Regulatory
FedRAMP, SOC 2, HIPAA, NIST, ITAR, and state compliance programs.
Immigration
O-1, L-1, and E-2 visas and work permits for founders and key personnel.
Insurance and Risk
D&O, cyber liability, E&O, and general business insurance.
03
Pillar 03
The validators and relationships that make U.S. institutions trust you.
U.S. Readiness Board
Advisory board placements and credible U.S. market positioning.
Gov. Relations
Agency positioning (CISA, DoD, FinCEN) and federal policy navigation.
U.S. Country Manager
Named U.S. executive representative with in-market authority.
04
Pillar 04
The go-to-market infrastructure that converts presence into revenue.
Go-to-Market
Strategy, messaging, customer mapping, channels, and PR execution.
Fundraising Readiness
Cap table, financials, board governance, and investor materials.
Fundraising Strategy
U.S. investor targeting, warm introductions, and pitch positioning.
The Challenge
U.S. entity formation is deceptively simple on the surface — file a certificate, get an EIN, open a bank account. But the structural decisions made at formation determine investor eligibility, tax exposure, IP ownership, and M&A readiness for years. Wrong decisions at this stage cost multiples more to fix later.
Most foreign companies restructure by simply opening a U.S. subsidiary. That triggers IP reassignment issues, double-taxation risk, and misaligned cap tables that turn off U.S. investors.
Choosing an LLC over a C-Corp (or vice versa) has long-term consequences on investor eligibility, tax treatment, and M&A readiness. International founders rarely have U.S.-specific guidance.
If IP is owned by the foreign parent and not assigned to the U.S. entity, venture capital firms will not invest. Fixing this post-round is far more expensive than structuring it correctly at formation.
Delaware isn't always the right answer for regulated sectors. Healthcare, defense, and finance companies may need specific state structures for licensing and procurement reasons.
How ATA Delivers It
Scott Gordon brings 28 years of legal practice — from startup formation to IPO. He structures every engagement to ensure the legal entity is investor-ready, tax-efficient, and operationally sound from day one. U.S.-law advice is delivered through co-counsel under Scott's supervision.
What every flat-fee engagement includes
U.S. Entity Formation
Entity selection analysis, articles of incorporation, bylaws, initial board resolutions.
EIN & Registered Agent
Federal tax ID, statutory agent in all required states.
Operating Agreements & Governance
Shareholder agreements, equity schedules, and board governance setup.
IP Assignment
Transfer agreements, patent strategy, and trademark filings for the U.S. market.
Foreign Qualification
State-level registration for states where you operate, sell, or hire.
Cap Table Architecture
Clean cap table structure that satisfies U.S. institutional investor requirements.
Get Started
One flat fee. Investor-ready structure. Built right the first time.
