For business and corporate lawyers supporting early-stage start-ups
If you work with start-up founders, you already know how much they juggle, from entity formation and fundraising to contracts, hiring, and regulatory hurdles. You’re often their first legal call, and for good reason: you build the foundation of the business they need to operate.
But there’s a landmine sitting under that shiny new cap table that too many lawyers and founders overlook: unsecured intellectual property.
The Landmine: Unclear IP Ownership
- Here are common scenarios we see far too often:
Founders focus on developing their creative and innovative products, but they often lack appropriate employment agreements in place. - Early branding work is done by external contractors or agencies, again, with no assignment or ownership rights in place.
- Founders discuss their “secret sauce” in pitch decks and investor meetings, all without NDAs.
- Code bases incorporate open-source software with conflicting license terms.
Then due diligence comes around… and suddenly, no one can prove who owns the start-up’s most valuable assets.
This is the IP landmine. And it can quietly blow up a funding round, an acquisition, or even the company itself.
Why This Happens
Founders assume “we paid for it, so we own it.” But legally, that’s not how IP works.
Copyright, trademark/patent rights, and trade secrets don’t automatically transfer just because you paid an invoice or a salary. Without written agreements, ownership of developed IP can become a source of contention.
That means your start-up client may not actually own:
- Their code
- Their branding
- Their product innovations
- Their proprietary processes
In other words, they don’t legally own the very thing investors are buying into.
Why Corporate Lawyers Can’t (and Shouldn’t) Do It Alone
As a corporate lawyer, you’re already managing the entity structure, governance, and fundraising. But IP strategy is its own discipline, with its own traps such as ownership chains, registration timelines, trade secret procedures, license compatibility, and more.
Trying to “spot check” IP issues can backfire. Miss one agreement, and your client’s most significant asset can walk out the door with a contractor.
This isn’t about doing more. It’s about building the right team.
How Referring IP Work Adds Value to Your Practice
Bringing in IP counsel early does three things for your clients and for you:
- Mitigates risk to the business. Clears ownership chains before diligence uncovers a problem.
- Increases valuation. Secured IP makes start-ups more investable and acquisition-ready.
- Protects your role. Keeps you focused on your core work while ensuring the start-up succeeds. An IP attorney completes the legal team. You remain the general architect; we safeguard the blueprints.
Don’t Wait for the Explosion
The earlier IP counsel gets involved, the easier and cheaper it is to clean up issues, and the stronger the start-up’s position will be as it grows.
If your clients are:
- Hiring developers or designers
- Building proprietary tech or content
- Pitching investors or dealing with third-party contractors
- Preparing for funding or acquisition
…then now is the time to loop in IP.
The Bottom Line
You build the business. We protect what makes it valuable.
Help your start-up clients avoid the IP landmine they don’t see coming before it blows up everything you’ve helped them build.
