Delaware Flip Package

A Delaware Flip is a restructuring where your current company (e.g. a Swiss AG or German GmbH) becomes a subsidiary of a newly created US parent company, usually a Delaware C-Corp. All shareholders swap their shares for shares in the US entity. 

A flip could be the right thing for your company if: 

• You’re raising money from US or international investors who ask for a Delaware C-Corp 

• Your key customers ask for it, or you’re planning to set up a long-term US presence and focus 

• You plan to offer US-style stock options (e.g., an ESOP under US tax rules) 

You likely don’t need a flip yet if: 

• You’re only testing the US market or want to establish a subsidiary for US sales. 

• You’re only raising locally, and your investors are okay with investing in your home country. 

We’ll help you determine the right timing and structure based on your goals. 

• You set up a new Delaware C-Corp 

• All existing shareholders exchange their shares in the current company for shares in the C-Corp

• The C-Corp becomes the parent, and your current company becomes the subsidiary 

It typically takes 6–16 weeks. Tax planning and shareholder coordination are the most significant factors, especially if you have a large cap table. 

Yes, there can be. That’s why we work closely with tax advisors to structure the flip to be tax-neutral, especially for founders. 

This depends on what you and your investors want. Typically, the flip only changes the ownership structure, not your day-to-day operations. But if IP or staff should also relocate, we can certainly help with that.  

Depending on your goals, your plan can be mirrored or replaced with a US-style plan. We’ll help ensure your team stays aligned and protected. 

If needed, we will work closely with partner US immigration lawyers who can help you relocate the founder team and key employees as part of the flip.