Why This Checklist Matters
70% of startup failures have legal issues as a contributing factor. Getting the legal foundation right from day one saves thousands in fixes later and protects you from costly mistakes that can derail your business.
Phase 1: Pre-Launch (Week 1-2)
1. Choose Your Business Entity
Select the right legal structure for your startup goals, tax situation, and funding plans.
Action Items:
- ☐ Evaluate LLC vs C-Corp vs S-Corp
- ☐ Consider Delaware vs home state formation
- ☐ Assess tax implications of each option
- ☐ Review future funding requirements (VC prefers C-Corp)
- ☐ Consult with attorney and accountant
2. File Formation Documents
Officially register your business with the state and obtain necessary documentation.
Action Items:
- ☐ File Articles of Incorporation/Organization
- ☐ Obtain Certificate of Formation
- ☐ Apply for EIN (Employer Identification Number)
- ☐ Register for state taxes if applicable
- ☐ Set up registered agent service
3. Create Governing Documents
Establish internal rules for how your business operates and is managed.
Action Items:
- ☐ Draft Operating Agreement (LLC) or Bylaws (Corp)
- ☐ Define ownership percentages
- ☐ Establish voting rights and management structure
- ☐ Include buyout and exit provisions
- ☐ All founders sign and date documents
Phase 2: Founders & Team (Week 2-3)
4. Founder Agreements
Protect relationships and clarify expectations among co-founders.
Action Items:
- ☐ Document equity splits and vesting schedules (4-year vest, 1-year cliff)
- ☐ Define roles and responsibilities
- ☐ Establish decision-making process
- ☐ Include non-compete and non-solicitation clauses
- ☐ Plan for founder departures
5. IP Assignment Agreements
Ensure all IP created belongs to the company, not individuals.
Action Items:
- ☐ All founders sign IP assignment agreements
- ☐ Document any pre-existing IP brought to company
- ☐ Ensure employees/contractors sign IP agreements
- ☐ Include invention assignment provisions
- ☐ Store signed agreements securely
6. Employment Documents
Create templates for hiring employees and engaging contractors.
Action Items:
- ☐ Employment agreement template
- ☐ Independent contractor agreement template
- ☐ Offer letter template
- ☐ Confidentiality and invention assignment agreements
- ☐ Employee handbook (if hiring team)
Phase 3: IP Protection (Week 3-4)
7. Trademark Your Brand
Protect your business name, logo, and brand identity.
Action Items:
- ☐ Conduct comprehensive trademark search
- ☐ File trademark application with USPTO
- ☐ Monitor application status (6-12 months)
- ☐ Secure matching domain names and social handles
- ☐ Use ™ symbol immediately, ® after registration
8. Copyright Protection
Register copyrights for original creative works and software.
Action Items:
- ☐ Identify copyrightable assets (code, content, designs)
- ☐ File copyright registrations for key works
- ☐ Add copyright notices to all materials
- ☐ Implement version control for code
- ☐ Document creation dates and authorship
9. Trade Secret Protection
Safeguard confidential business information and proprietary processes.
Action Items:
- ☐ Identify trade secrets and confidential information
- ☐ Implement access controls and security measures
- ☐ Require NDAs from employees, contractors, partners
- ☐ Mark documents as "Confidential"
- ☐ Create trade secret policy and procedures
Phase 4: Operations & Compliance (Week 4-6)
10. Customer Contracts & Terms
Create legal agreements for customer relationships and service delivery.
Action Items:
- ☐ Terms of Service for website/app
- ☐ Privacy Policy (GDPR/CCPA compliant)
- ☐ Customer service agreement template
- ☐ SLA agreements for B2B customers
- ☐ Refund and cancellation policies
11. Insurance & Risk Management
Protect your business from common risks and liabilities.
Action Items:
- ☐ General liability insurance
- ☐ Professional liability/E&O insurance
- ☐ Cyber liability insurance (if handling data)
- ☐ Directors & Officers insurance (if raising capital)
- ☐ Workers compensation (if hiring employees)
12. Compliance & Licenses
Obtain required licenses and ensure regulatory compliance.
Action Items:
- ☐ Business licenses (city, county, state)
- ☐ Industry-specific licenses and permits
- ☐ Sales tax registration (if selling products)
- ☐ Data privacy compliance (GDPR, CCPA)
- ☐ Industry regulations (healthcare, finance, etc.)
Ongoing Maintenance
Annual & Quarterly Tasks
Annual:
- ☐ File annual report with state
- ☐ Update operating agreement/bylaws if needed
- ☐ Review and update contracts
- ☐ Trademark maintenance (5-6 year declarations)
- ☐ Corporate compliance audit
As Needed:
- ☐ Update terms when launching new features
- ☐ Review employee handbook annually
- ☐ Maintain corporate records and minutes
- ☐ Monitor trademark/copyright infringement
- ☐ Legal review before major decisions
Frequently Asked Questions
Need Help with Your Legal Checklist?
Don't navigate the legal maze alone. Our startup formation packages handle all these items for you—from entity formation to contracts and IP protection.