Legal Checklist

Legal Setup

Corporate Structuring

Make sure all shares are distributed according to the shareholders agreement, all meeting minutes are fully structured and all necessary resolutions are filed with the relevant authorities. When considering which jurisdiction works best for you and your business, one of your top priorities should be to find a jurisdiction that can provide some certainty in an uncertain blockchain environment. Here you can find basic information on the latest development of the blockchain regulations in various jurisdictions

Structuring of IP Rights

Transfer IP rights to your company with every freelancer/contractor/employee who creates anything for your product (software, logo, design, texts, etc.)

Audit of Open Source Licenses

Make sure that your developers document every “open source license” used in the software development. If your business model includes software distribution, and “open license” requires publishing the whole software code, such licenses can further cause additional costs for rewriting the code.

Trademark Registration

Register your brand’s trademark early on to avoid becoming a “victim” of an unscrupulous competitor, who might “squat” your name before you and then register all similar domains on that basis.

Customized Items of Use for Website/dApp

Order Terms from a lawyer specifically for your business. Do not copy Terms of Use from other websites. Not only because this can result in copyright infringement. First of all, such Terms may not comply with the laws of your place of business. Second of all, they will most likely lack relevant disclaimers that are aimed to protect you from unjustified claims.

Specification of Privacy Policy/GDPR Compliance

Consult with a lawyer about specific rules for working with personal data in certain countries/regions your product operates. Some of them might limit territory for the data storage, the other impose additional disclosure obligation to be implemented in the Policy.

Internal Data Protection Policy

You need more than just a Privacy Policy to avoid fines from regulators. Due diligence also covers agreements with third parties with whom the company shares personal data and implementation of relevant internal policies regarding data breaches and how to deal with requests to delete personal data.

Signing Founders Agreement

Fix all understandings and agreements reached between the founders before you start your company in the Founders Agreement. This agreement is similar to a “constitution” for founders: it covers the distribution of equity, founders’ roles, procedures for “on-boarding” new partners and exits of existing ones. The more detailed the agreement is – the longer and more productive the cooperation will be.

Issuing Tokens/Equity to Employers/Contributors

Develop incentive systems in the format of policies that document what employees/contributors have to achieve in order to receive a token/equity option. Make sure the team is well motivated for future endeavours. For token based awards in USA make sure to get yourself familiar with Rule 701. Consult lawyer for a written plan. https://docs.google.com/document/d/1Vc3bH42KdTH-muHflU4LP7nFAnfK5s5hGuX-4XerWa8/edit

HR

Initial Organisational Design

Process of aligning the structure of an organisation with its objectives, with the ultimate aim of improving efficiency and effectiveness. Understanding the business processes, workflows, roles and responsibilities, volumes of work, activity analysis and resources.

Hiring Plan for 6-Months

Template to track hiring plans

Job Descriptions or Expectations for Each Person

Generally speaking there should be a universal understanding of what the profile is and why we are looking for it (i.e. what are the immediate challenges/needs and what is the charter for this role). The focus should be on developing a set of non-negotiable attributes you are interviewing for. There does not need to be universal alignment, but at least identify where there is a difference of opinion and address accordingly. This will drive a lot of consistency during the interview process. From our experiences and feedback received, candidates take notice and it makes a big difference. A job description makes things crystal clear for everyone involved in what we are evaluating in candidates, helps in engaging candidates, and will accelerate your chosen candidate’s ability to hit the ground running as they know what they signed up for. Think of it as a blueprint, more or less, for framing the profile. However, at a minimum scope out immediate challenges/needs that you'll ask this new hire to solve and share with the candidate early in your discussions.

Labor Relations

Make sure to have excellent employment/service agreement and contracting support process to prevent work stoppages. The misclassification of employees as independent contractors or freelancers is a hot topic and an area of enforcement to watch closely. With a steady increase in the number of claims filed against employers, it’s more important than ever for companies to consult with human resources and legal experts about whether some actions may be considered discrimination, harassment or retaliation. Knowledge of current case law is important in today’s fluid environment.

Local Employment Laws

Employment related laws very significantly by country, state/provinces/etc, or even by city in some places. This can impact your hiring process, as well as your responsibilities as an employer in such areas as interview questions, statutory leave, and terminations. Before you enter into a location by hiring someone, do your research.

Compensation and Benefits Programs

Whether the recruiter lists the wage as an hourly, weekly, monthly, or hourly rate, candidates see it as the most critical part of any job offer. Benefits cover indirect pay. This can be health insurance, tokens, or any perks offered to employees. All of these things are critical in any job offer. Two jobs that offer identical salaries may vary wildly in the benefits category, making one a better financial proposition than the other. Be creative :)

Labor Relations

Business Immigration and Visa Processes

Businesses must closely monitor the legislative environment and stay informed on the business immigration and visa issuance related topics that are driving significant changes in the law and best practices in human resources management. The best bet for employers is to partner with an HR consultant or employment law adviser to stay ahead of the curve.

Finance/Tax/Audit

Budget

Build a detailed budget to have visibility on cash flows during ~18 months of operations. The focus will be on expenses, where a granural structure will help you foresee all expense items and realistic capital requirements. Token issuance might come as a substantial funding source, but also typically brings high costs of legal advise, structuring and regulatory compliance (often across several jurisdictions). NF-funded spinoffs are required to prepare budget per provided template (and it's recommended for all spinoffs) https://docs.google.com/spreadsheets/d/1TwavFQPB0XgZVNpf4N6xU-7pdnMRL6ppAa8FN2bD2Bs/edit?ts=60decc90#gid=