Ivan Costa:
Hi. Welcome, everyone, to our webinar on Legal Essentials for Startups: Contracts, Licences, and Governance.
Today, we have myself. I’m one of the Legal Solutions Consultants, and we also have Kristine Biason, who is one of our Practice Leaders.
Before we begin, just a few housekeeping rules. You’ll receive the free recording and the slides by email. Please submit your questions into the Q&A box and we’ll get them answered at the end. If you could kindly complete the survey at the end, which should only take about 30 seconds, that would be appreciated.
By viewing this webinar, you’re also eligible for a complimentary consultation where we can discuss how we can help your business. To claim this, all you need to do is leave your contact details in the survey at the end or contact us via the website.
So, Kristine, thank you for joining us today.
LegalVision’s Startup Manual is essential reading material for any startup founder looking to launch and grow a successful startup.
Kristine Biason:
Thanks, Ivan. Hi, everyone. Thanks for joining us today.
Today’s webinar is focused on some of the legal essentials for startups, particularly around contracts, licences, and governance. We’ll talk through the key documents that startups should be thinking about early, how these evolve as the business grows, and some of the common risks we see where these are not put in place properly.
When you’re starting a business, it can be tempting to focus entirely on the product or service, but the legal foundations are equally important. These foundations can support growth, investment, and long-term sustainability.
One of the first areas to consider is contracts. Contracts govern your relationships with customers, suppliers, employees, and business partners. Having clear, well-drafted contracts helps manage expectations and reduce disputes.
Customer contracts are particularly important. They set out what you are providing, how you will be paid, and how risk is allocated. For startups, these are often standard terms and conditions that can be used repeatedly, rather than negotiating bespoke agreements every time.
Supplier contracts are also critical, especially where you rely on third parties for key services or technology. These contracts should address service levels, liability, and termination rights so your business is not exposed if something goes wrong.
Another key area is intellectual property. Startups often rely heavily on IP, whether that’s software, branding, designs, or content. It’s important to ensure the business owns the IP it uses. This often means having appropriate agreements with founders, employees, and contractors.
Governance is another area that is often overlooked early on. Governance includes how decisions are made, how responsibilities are allocated, and how disputes between founders are resolved. Shareholders’ agreements and constitutions are key governance documents that help manage these issues.
As your business grows, governance becomes even more important, particularly if you are seeking external investment. Investors will want to see that the business is well structured and that risks are managed.
Licences and regulatory requirements are also relevant, depending on your industry. Some businesses require specific licences to operate, and others must comply with industry-specific regulations. It’s important to identify these early to avoid compliance issues later.
Ivan Costa:
Thanks, Kristine. We’ve received a number of questions, so we’ll move into the Q&A section now.
The first question is: I have a competitor that seems to be copying our app quite closely. I’m concerned about how to protect my app idea and functionality.
Kristine Biason:
The first thing I would say is that ideas are not protected by copyright, but as soon as they are manifested in some form, such as written software code, they will be protected.
Ideally, if you have an app, you would have customer terms in place that restrict how the app can be used. These terms should prevent users from copying or creating derivative works. These kinds of clauses are common in software agreements.
You should also look at the contracts you have in place with developers. If you have outsourced development, it’s important that your developer agreement clearly states that your business owns the intellectual property.
If you are discussing your app with other businesses or partners, you should use non-disclosure agreements and include confidentiality provisions to limit how your IP can be shared.
In addition to legal protections, practical measures are important. This includes limiting access to sensitive information, using technical safeguards, and being strategic about when and how you launch your product.
Another question is: When should we start to have a trade mark for the business?
Ideally, as early as possible, and preferably before you launch or seek investment. Conducting trade mark searches early can help you avoid costly rebranding later. Trade marks also add value to the business and are viewed positively by investors.
The next question relates to product design and manufacturing: If I am designing products that can be customised, how can I reduce the risk of them being copied by cheaper manufacturers?
If the design is new, you may want to consider design registration. This protects the appearance of the product and can help prevent unauthorised copying. You should also use strong manufacturing agreements and confidentiality clauses, particularly when dealing with overseas manufacturers.
Practical measures are also important, such as limiting access to designs and only sharing necessary information.
Another question asks: What is the first thing to do when setting up a company?
This is a broad question, but governance and structure are critical early on. Getting advice on how to structure the business and having key contracts in place can prevent issues later.
There is also a question about operating without a lease. You can operate a business without a lease, particularly if you work remotely or from a co-working space.
We’ve also had a question about accommodation providers and guest information. Requirements can vary, but generally, accommodation providers must collect certain guest details. Legal advice should be sought to ensure compliance.
Another question is about subscription-based apps and IP protection. Intellectual property exists as soon as the app is created. You should use customer terms to restrict use and ensure developer agreements properly assign IP to the business.
There is also a question about whether a holding company is needed to manage IP. This depends on the business and the value of the IP, and specific advice should be obtained.
Finally, there is a question about trade marking a business name and logo. While there are costs involved, trade marks provide valuable protection and are often worthwhile, particularly for businesses planning to grow or seek investment.
Ivan Costa:
That is all we have time for today. Thank you very much for joining us. If your question was not answered, please submit your details in the survey at the end. We value your feedback and thank you again for attending.
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