In this episode of the Napkin to Nasdaq podcast, the hosts introduce their first guest, Mark Graffignini, a seasoned startup lawyer. The episode dives into the critical legal aspects of building a scalable startup and the importance of seeking proper legal counsel from the start. The hosts share their experiences and discuss the significance of choosing the right entity for a startup. They emphasize that for scalable tech startups aiming to attract venture capital, a Delaware C corporation is typically the best choice due to its tax advantages at exit. Mark explains the benefits of a C-Corp, including the exclusion of up to $10 million in gain at exit. The conversation highlights common misconceptions about starting as an LLC and the challenges of converting to a C-Corp. The hosts advise entrepreneurs to consult lawyers experienced in startup law rather than relying solely on advice from accountants or general practice lawyers. Furthermore, the episode emphasizes the importance of preferred stock and other investment instruments available exclusively to C-Corps. Mark provides insights into the different classes of stock and their relevance to fundraising efforts. Join the hosts and their expert guest as they delve into the legal intricacies of startup formation, helping aspiring entrepreneurs make informed decisions and navigate the path from napkin to Nasdaq.