We're a 15-month old DE LLC. My co-founder and I are the only members/managers of the LLC (we funded it). Never memorialized our structure/arrangement, so fair to say we own 50% each of the LLC outright. Neither one of us made an 83(b) election. Biz has done well but no revenues or other clear valuation makers yet.
We're now discussing seed financing and investors want us to convert to C-corp. They also want to restrict majority of our ownership to time-based vesting.
How should we structure+sequence (i) conversion, (ii) putting vesting on founder shares, (iii) 83(b) election, (iv) creating option pool for future emplys, and (v) bringing in new money/investors, so as to minimize/eliminate out-of-pocket taxes for the founders (also audit risk) due to this conversion & related steps?