Startup CPA

Startup CPA

One CPA who handles 83(b), R&D credit, SaaS accounting, founder payroll, and Delaware franchise tax.

A startup CPA does more than file your return. The right one sets books on accrual from day one, owns the 30-day 83(b) clock, files the federal R&D credit and §174 capitalization, runs founder payroll across states, and produces the financials investors expect.

Best for pre-seed through Series B founders who need one accountable CPA across tax, books, and equity.

Entity

Entity setup

Get the legal wrapper right before you raise. A startup CPA models entity types against your fundraising plan, files in Delaware, and protects QSBS from day one.

  • C-corp vs LLC vs S-corp modeling — tax, dilution, and fundraise-readiness side by side.
  • Delaware C-Corp incorporation, registered agent, and EIN (SS-4) handled in days, not weeks.
  • Foreign qualification in every state where you have employees, contractors, or material revenue.
  • QSBS qualification preserved from incorporation forward (5-year clock, asset tests, original issuance).
  • Founder stock grants with vesting, repurchase rights, and 83(b) filed inside the 30-day window.

Books

Bookkeeping setup

Accrual books built for investors and auditors — not a generic small-business template.

  • QuickBooks Online or Xero set up on accrual from day one — even pre-revenue.
  • Startup-grade chart of accounts: COGS, R&D, S&M, G&A split the way investors read your P&L.
  • Bank, credit card, Stripe, Shopify, and Ramp/Brex reconciliations tied out monthly.
  • Equity-compensation expense booked monthly so 409A and audit aren't a fire drill later.
  • Monthly close inside 10 business days — bank, payroll, revenue, and equity tied out.

SaaS

SaaS accounting

ASC 606 done right — deferred revenue scheduled per contract, recurring revenue rolled forward, retention reported cleanly.

  • ASC 606 deferred revenue scheduled per contract — not estimated at the invoice level.
  • MRR / ARR roll-forward with new, expansion, contraction, and churn detail.
  • Net revenue retention and gross retention cohort reporting investors can audit.
  • Contract assets, contract liabilities, and unbilled receivables tracked correctly.
  • Stripe payouts reconciled gross-of-fees, net-of-fees, refunds, and chargebacks.

Investors

Investor reporting

The monthly pack your board and investors expect — delivered in the first 10 business days of every month.

  • GAAP-leaning monthly P&L, balance sheet, and cash-flow statement tied to the bank.
  • Burn, runway, and cash position — refreshed every close and in the model.
  • KPI pack: MRR / ARR, NRR, CAC payback, gross margin, magic number, Rule of 40.
  • Board deck financial section drafted and reconciled to the books.
  • Cap-table tied to issued securities, 409A valuation, and equity-comp expense.

Payroll

Payroll setup

Founder pay, multi-state registration, equity exercises, and the R&D payroll-tax credit — coordinated, not siloed.

  • Gusto, Rippling, or Deel implementation and migration.
  • Founder payroll and reasonable-comp modeling (S-corp / C-corp specific).
  • State payroll-tax registration in every employee state — SUI rates, withholding, workers' comp.
  • Employee vs. 1099 classification reviewed so you don't get a state misclassification notice.
  • R&D payroll-tax credit claimed on Form 8974 against the federal employer portion.

83(b)

83(b) election support

A missed 83(b) is unfixable and can cost founders six or seven figures at exit. Your CPA owns the 30-day clock.

  • 30-day clock from grant date — calendar-driven, not memory-driven.
  • Fair-market-value support based on 409A or transaction comps.
  • Certified-mail filing with IRS plus copy to the employer and personal tax return.
  • Founder grants, advisor grants, and early-employee restricted stock — same workflow.
  • Coordinated with QSBS, ISO/NSO planning, and AMT exposure.

Tax credits

R&D tax credit

Qualifying startups can offset up to $500,000/year in payroll taxes using the federal R&D credit — even pre-revenue.

  • 4-part test documentation: permitted purpose, technological in nature, uncertainty, process of experimentation.
  • Qualifying wages, contractor R&D spend, and cloud compute used for development.
  • Federal R&D credit on Form 6765 with the payroll-tax election when eligible.
  • Up to $500K/year payroll-tax offset on Form 8974 — even pre-revenue.
  • §174 R&D capitalization (5-year domestic, 15-year foreign) handled on the income-tax return.

Calendar

Startup tax deadlines

The filings every Delaware C-Corp startup needs on the calendar. Miss Mar 1 and you trigger penalties and a bad-standing flag that complicates fundraising.

DateFiling
Jan 31W-2s and 1099-NECs to employees and contractors.
Mar 1Delaware franchise tax + annual report (use assumed-par to lower the bill).
Mar 15S-corp and partnership federal returns (1120-S, 1065).
Apr 15Federal C-corp return (1120), Q1 estimated taxes, FBAR.
Apr / Jun / Sep / JanQuarterly estimated taxes for C-corps and pass-through founders.
Jul / Oct / AprQuarterly Form 8974 to claim R&D payroll-tax credit.
Oct 15Extended C-corp return (1120) — best time to finalize R&D credit study.

Fundraising

Fundraising financials

What an institutional lead investor expects to find in your data room — and what your CPA or fractional CFO should produce by default.

  • Driver-based financial model with monthly P&L, balance sheet, and cash flow.
  • Runway scenarios — base, upside, downside — refreshed before every board meeting.
  • Data room: financials, tax returns, cap table, options, contracts, 409A, IP assignments.
  • Diligence Q&A managed end-to-end with the lead investor's associate.
  • Closing mechanics — wire instructions, equity issuance, and post-close bookkeeping.

Startup playbook

What a great startup accounting firm actually does

The ten workstreams a venture-backed or high-growth startup needs from its CPA — from pre-revenue close to the fractional CFO upgrade path.

Pre-revenue startup accounting

Set books, payroll, and tax IDs up before the first dollar so you don't pay catch-up fees later.

  • Accrual chart of accounts even with $0 in revenue.
  • Delaware franchise tax, federal 1120, and registered-agent calendar from incorporation day.
  • R&D payroll-tax credit qualified from the first hire — not discovered at year three.
  • Founder 83(b) elections filed inside the 30-day window.

SaaS accounting

ASC 606 done per contract — not estimated at the invoice level.

  • Deferred revenue and contract assets scheduled per contract.
  • MRR / ARR roll-forward: new, expansion, contraction, churn.
  • Net and gross revenue retention by cohort.
  • Stripe payouts reconciled gross of fees, refunds, and chargebacks.

Ecommerce accounting

Shopify, Amazon, and multi-channel sellers handled with real inventory and sales-tax discipline.

  • Shopify, Amazon, Stripe, and PayPal reconciled to the bank monthly.
  • Inventory valued (FIFO or weighted average) with landed-cost tracking.
  • Post-Wayfair sales-tax nexus mapped state-by-state; Avalara / TaxJar configured.
  • Returns, refunds, and gift-card liability tracked correctly.

VC-backed startup bookkeeping

Investor-grade books from the seed round forward — closed and circulated inside 10 business days.

  • GAAP-leaning monthly P&L, balance sheet, and cash-flow tied to the bank.
  • Equity-compensation expense booked monthly (no year-end surprise).
  • 409A and cap-table reconciled to the ledger.
  • Investor update pack drafted from the close — burn, runway, KPIs.

R&D tax credit

Federal §41 credit, the pre-revenue payroll-tax offset, and §174 capitalization handled together.

  • Four-part test documentation: purpose, technological, uncertainty, experimentation.
  • Qualifying wages, contractor R&D spend, and cloud compute identified.
  • Form 6765 credit with the payroll-tax election when eligible.
  • Up to $500K/year payroll-tax offset claimed on Form 8974.
  • §174 R&D capitalization (5-yr domestic, 15-yr foreign) on the 1120.

83(b) elections

A missed 83(b) is unfixable and routinely costs founders six or seven figures at exit.

  • 30-day clock from grant date — calendar-driven, not memory-driven.
  • Fair-market-value support from 409A or transaction comps.
  • Certified-mail filing to the IRS plus employer + personal-return copies.
  • Same workflow for founders, advisors, and early-employee restricted stock.

Founder payroll

Reasonable comp, multi-state registration, and equity exercises — coordinated, not siloed.

  • S-corp reasonable comp modeled against distributions.
  • Multi-state payroll-tax registration (SUI, withholding, workers' comp).
  • Gusto, Rippling, or Deel implementation and migration.
  • ISO/NSO exercises and AMT exposure modeled before the year-end window.
  • 1099 vs W-2 classification reviewed to avoid state misclassification notices.

Delaware C-Corp accounting

Most venture-backed startups are Delaware C-Corps — they have their own filing calendar and traps.

  • Delaware franchise tax + annual report by March 1 (use assumed-par to lower the bill).
  • Federal Form 1120 by April 15 (or extended to October 15).
  • Registered agent and Delaware mailing address maintained.
  • Foreign qualification in every state where you have employees or material revenue.
  • QSBS qualification preserved from incorporation (5-yr clock, asset tests, original issuance).

Monthly close checklist

A repeatable close inside 10 business days — the cadence investors and auditors expect.

  • Bank, credit card, Stripe, Shopify, and Ramp/Brex reconciliations tied to the ledger.
  • Payroll and benefits accruals posted, including bonus and PTO.
  • Deferred revenue, prepaids, and accrued expenses scheduled and rolled.
  • Equity-compensation expense, depreciation, and amortization booked.
  • Variance review against budget; flux memo attached to the close.

Fractional CFO upgrade path

When the books are clean, the next dollar of finance spend should buy strategy — not data entry.

  • Triggers: $1M ARR, post-seed, starting a priced round, or first audit.
  • Driver-based model with base / upside / downside runway scenarios.
  • Board pack, KPI dashboards, and monthly investor update owned end-to-end.
  • Fundraise diligence: data room, Q&A, lead-investor coordination.
  • Clean handoff path to a full-time VP Finance / CFO at Series B+.

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FAQ

Startup CPA frequently asked questions

When should a startup hire a CPA?

Engage a startup CPA before incorporating or right after closing a pre-seed or seed round. Waiting until tax season usually means catch-up bookkeeping fees and missed R&D credits worth up to $500K/year in payroll-tax offset.

How much do startup accounting firms charge?

Pre-revenue startups typically pay $400–$1,500/month for bookkeeping and tax. Seed-stage runs $1,500–$4,000/month bundled with controller work. Series A+ companies usually pay $4,000–$15,000/month including fractional CFO, audit prep, and R&D credit studies.

What is an 83(b) election and why does it matter?

An 83(b) election lets founders and early employees pay ordinary-income tax on the value of restricted stock at grant — when it is usually near zero — instead of as it vests. You must file it with the IRS within 30 days of the grant date. Missing the 30-day window is unfixable and can cost founders six or seven figures at exit.

Can a startup CPA file the R&D tax credit?

Yes. A strong startup accounting firm files the federal R&D credit, claims the pre-revenue payroll-tax offset (up to $500K/year on Form 8974), and handles §174 R&D capitalization on the income-tax return. Ask for redacted past R&D credit studies before signing.

What financial reports do investors expect each month?

An investor update typically includes an accrual P&L, balance sheet, cash flow, burn and runway, cash position, MRR/ARR (for SaaS), and a brief KPI commentary. Your CPA should deliver this pack within 10 business days of month-end.

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