Legal Structure

The legal architecture that holds a startup together. This cluster covers entity types and formation (LLC, C-corp, Delaware), governance (board, officers, fiduciary duty), IP protection (trademark, patent, copyright, work-for-hire), employment law (NDAs, non-competes, employment agreements), commercial contracts (MSA, indemnification, arbitration), and privacy/compliance (SOC 2, GDPR, DPAs). 46 entries.

Founders skip this stuff until they can't. The cost of getting it right early is low; the cost of getting it wrong is brutal at diligence or in court.

Entity formation and types

• Incorporation, the act of forming an entity.
• Articles of Incorporation, the founding charter.
• Bylaws, the operating rules.
• C Corporation, venture-standard structure.
• Delaware C-Corp, why Delaware specifically.
• LLC, flexible pass-through structure.
• LLC vs C-Corp, the choice and tradeoffs.
• S Corporation, pass-through corporate election.
• B Corporation, benefit corporation framework.
• Sole Proprietorship, simplest structure (not for venture-backed).
• Partnership, multi-owner pass-through.
• Operating Agreement, LLC governance document.

Compliance and registration

• EIN, federal tax ID.
• Registered Agent, required corporate point of contact.
• Certificate of Good Standing, state-level compliance proof.
• Foreign Qualification, registering in other states.
• Business License, local licensing requirements.
• Dissolution, formally winding down.

Governance and fiduciary duties

• Board of Directors, corporate board.
• Officers, corporate officers (CEO, CFO, Secretary).
• Shareholder Agreement, multi-shareholder governance.
• Fiduciary Duty, what directors and officers owe shareholders.
• Corporate Formalities, required corporate practices.
• D and O Insurance, director and officer liability coverage.

Intellectual property

• Trademark, brand and logo protection.
• Patent, invention protection.
• Copyright, creative work protection.
• Trade Secret, proprietary information protection.
• IP Assignment, assigning employee IP to company.
• Work for Hire, automatic employer ownership of work product.

Employment law

• Employment Agreement, the standard employee contract.
• NDA, non-disclosure agreement.
• Mutual NDA, both parties protected.
• Non-Compete Agreement, restrictions on post-employment competition.
• Non-Solicitation Agreement, restrictions on hiring/poaching.
• Restrictive Covenants, umbrella for post-employment restrictions.
• Employer of Record, EOR services (Deel, Remote.com) for international employment.
• Form 1099, contractor tax form.

Commercial contracts

• Master Services Agreement, MSA framework for ongoing relationships.
• Indemnification Clause, risk allocation in contracts.
• Arbitration Clause, dispute resolution alternative to court.

Privacy and compliance

• Privacy Policy, required public disclosure.
• Terms of Service, user agreement.
• GDPR Compliance, EU privacy regulation.
• Data Processing Agreement, DPA for vendors handling personal data.
• SOC 2 Compliance, security audit framework.