I have a delaware-based C-Corp formed some years ago, still in good standing, that I used to create a tech startup (never raised any funding, or generated any revenue) which I have put on hold for now. I'm starting a new tech-startup; should I form a new C-Corp, or should I rename the old C-Corp used for my previous company, and use that for the new company?

I didn't file for my R&D tax credits, but I can get some still (you can file 3 years in retrospect for the expenses I incurred), because we had expenses. Also the Qualified Small Business Stock (QSBS) favors companies that have been around for more than 5 years when they are sold. So that's why I'm thinking of re-using an old C-corp rather than forming a new one.

Thanks, bye!

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    If you expect to get outside investors they are going to be concerned about any obscure strings there may be especially agreements with others about ownership interests or rights. Someone appearing with a letter saying they have rights to buy a lot of stock cheap, etc. The downsides for an investor are huge. Aug 4 at 20:09

1 Answer 1


Better to start fresh. From an investor's perspective, an old C-corp inherently leaves open questions over whether there are any skeletons in the closet and the dollar cost and effort involved is trivial.

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    More concretely: Investors may wonder if the old C-corp has signed agreements, owes anyone money, etc., and it is hard to conclusively prove that the old C-corp has done exactly nothing, but easy to just make a new one.
    – Kevin
    Aug 5 at 6:54
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    Thanks; I hadn't thought about that. I'll form a new c-corp, probably through Gust-Launch again. Aug 5 at 20:15

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