Raising your seed round is a big deal. You’ve outgrown the scrappy pre-seed days, built up some traction, and now you’re doubling down on product development and growing your customer base or entering new markets. But bigger ambitions bring bigger legal challenges: new investors, more customers, and new markets on the horizon.
Let’s be real: legal still doesn’t top your excitement list, but handling the essentials now saves you from major headaches later. Here’s what to focus on.
At seed, keep these two principles front and center:
Let’s dive into the key legal areas where these principles apply.
Once upon a time, it was just you, your co-founders, and maybe your friendly neighborhood angel. Now your investors expect certain rights, like approving major business changes (issuing new shares, mergers, liquidation or certain strategic or business plan changes). That’s fair. But you should still call the shots when it comes to day-to-day operations (like hiring people) and steering the company direction.
Tip: Keep investor ownership around 10–20% and keep control of day-to-day operations.
When you were pre-seed, you’d hire talent however you could, sometimes on the fly. Now that you’re bigger, it’s time to get your contracts in order. Having a standard set of templates for employees and freelancers keeps everyone on the same page about IP, benefits, and exit scenarios. Use contracts that give you room to adjust. For example, terms that are likely to change (like commission schemes) should live in an internal policy, not an employment contract.
Tip: Use strong IP clauses so the company owns what’s built.
By the seed stage, an Employee Stock Ownership Plan (ESOP) isn’t just a nice-to-have, it’s practically expected by investors and key hires. If you haven’t set one up yet, now’s the time. Phantom ESOPs are still a great, low-complexity option, especially for this stage, that you can convert later into a full plan.
If you already have an ESOP, investors might want you to top it up. That way, there’s enough equity left to attract fresh hires (especially in new markets).
Tip: In Europe, it’s common to keep an ESOP pool at around 10%. This helps you stay competitive without constant renegotiations.
Your product is constantly evolving—new features, new pricing, new everything. If your customer contracts are too rigid, you’ll have to renegotiate every time you update your offering. Not fun. Keep your main legal terms (like liability and IP ownership) consistent in your Terms of Service. Share product details separately, usually through website documentation. Use an order form for customer-specific items like pricing or SLAs.
Tip: This separation between Terms of Service and product documentation means you can roll out changes without turning your entire contract stack upside down. Less hassle, more speed.
Czechia and Slovakia are solid starting points, but if you’re gunning for the US, the seed stage is the perfect time to lay the groundwork. A Delaware C-Corp, for example, can be a game-changer for fundraising, but flipping your company setup across the Atlantic isn’t instant, it typically takes a month or so. You’ll also need to think about visas, US taxes, and adapting your ESOP for a US workforce.
Tip: Budget and plan for expansion early. Surprises can cost you time, money, and momentum.
As your product matures, you might build tech worth protecting, especially if you’re in deep tech or biotech. Czech/Slovak patents might not be a top priority for simpler tech, but US investors will want to see that you’re serious about IP protections if you go stateside.
Tip: Sort out your trademarks and patents well before expanding internationally. Legal disputes over IP can cost you time, money, and investor trust.
At seed stage, you’re juggling growth, investor demands, and the leap into bigger markets. The key is balance: protect your investors’ interests without losing your own control, standardize your contracts and keep them flexible so you’re not reinventing the wheel, and make sure your global expansion plans don’t catch you off guard. Get these fundamentals right, and you’ll keep your startup moving quickly without legal roadblocks dragging you down.
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