A founder recently told us: "You're backed by YC, where Delaware Inc is basically a default requirement, and now you're helping companies un-Delaware. Something quite poetic about that."
He's right. It is poetic. It's also the whole point.
The flip
I'm Filip, one of the co-founders of Bluebook. We went through YC W25. Before that, we'd already raised a pre-seed from EQT, a European investor, for a European company, with a European team.
But to do YC, we needed a Delaware C Corp. So we flipped.
That single sentence, "so we flipped," took four law firms to execute. Two in Europe, two in the US. Weeks of back and forth calls. Paperwork across jurisdictions. The legal fees alone were a significant chunk of our pre-seed.
And that was just the beginning.
The hangover
After the flip, we discovered the real cost isn't the one-time legal bill. It's everything that comes after.
Bookkeeping in two countries. Tax filings in two countries. Two sets of legislation to comply with. Every time a legal question came up, even a simple one, we couldn't just call our Swedish counsel. We had to loop in the US side too. Every question became two calls, two invoices, two timelines.
US lawyers are expensive. Running a US entity is expensive. We spent a significant part of our runway on lawyers and operational overhead, money that should have gone into building our product.
We're a team in Sweden. Our customers are in Europe. But we maintain a corporate structure designed for companies operating in America. It felt off from day one.
Why this qualifies us, not disqualifies us
Some people hear "YC-backed founders building an un-Delaware service" and see a contradiction. We see it differently.
We know exactly what the flip costs because we paid it. We know the operational drag because we live it every month. We know the four law firm shuffle because we danced it.
YC was worth it. The program, the network, the knowledge. What wasn't worth it was the structural tax we paid to access it. A European startup shouldn't need an American corporate shell to join the best accelerator in the world.
What we're building
Undelaware exists because we went through the flip and thought: this has to be easier for the next founder. With EU-Inc on the horizon, there will finally be a European corporate form that gives investors the same confidence Delaware does, without the overhead.
We're building the service to make the transition smooth, affordable, and supported. Because we've seen the other side, and the view isn't great.
If you're a European founder running a Delaware shell you don't need, you're not alone. We were you six months ago.