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Secure Your Equity & IP

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The Startup Legal Foundation

In the Indian startup ecosystem, early legal decisions define your exit multi-million dollar valuation. Understanding the Companies Act 2013 and the Indian Contract Act 1872 is not optional—it's survival.

Equity Protection

The Vesting Trap

Most first-time founders skip vesting or cliffs. If your co-founder quits after 3 months with 33% of the company, your startup is dead to investors. A standard 4-year vesting with a 1-year cliff ensures team commitment.

IP Ownership

Work-for-Hire Myths

In India, paying a developer doesn't automatically mean you own the code. Under the Copyright Act, you need an explicit IP Assignment clause. Without it, you cannot pass VC due diligence.

Compliance

Section 27 Realities

Many startups use aggressive non-competes copied from US legal sites. These are largely void and unenforceable in India post-employment. Focus on strong non-solicitation and trade secret clauses instead.

High-Risk Startup Contracts

Select a document type to see common pitfalls and analysis areas.

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Founders' Agreement

Critical for equity, roles, and exit strategy.
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Term Sheet / SHA

Analyze liquidation preferences & anti-dilution.
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IP Assignment

Absolute requirement for due diligence.
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Non-Disclosure (NDA)

Unfair 'residual knowledge' & 'term' clauses.
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Employment & ESOPs

Non-solicitation vs. non-compete rules.
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Equity Calculator

Simulate your cap table and vesting.

Founder's Legal Audit

Don't wait for your Series A due diligence to find these errors. Run these checks every time you sign a business document.

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Reverse Vesting for all founders

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Representations & Warranties cap (usually at investment amount)

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Broad Proprietary Information & Invention Assignment (PIIA)

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Right of First Refusal (ROFR) for founder share transfers

AI SCAN ACTIVE

Startup Risk Heatmap

Liquidation Preference

Anything above 1x non-participating is a major red flag for founders.

Anti-Dilution Clauses

Full-ratchet protects VCs unfairly compared to Broad-based Weighted Average.

Unlimited Indemnity

Never grant uncapped personal liabilities in business contracts.

Startup Legal FAQ

Common questions from Indian founders.

It means shares are earned over 4 years. If a founder leaves before 1 year (the 'cliff'), they get nothing. After the cliff, shares vest monthly or quarterly. This protects the startup's equity table if a co-founder leaves early.
Under the Indian Copyright Act, unless there is a written contract stating otherwise, the individual creator (usually the coder) often owns the IP. An IP assignment clause ensures the company, not the founder or contractor, owns the code, branding, and designs.
Under Section 27 of the Indian Contract Act, post-employment non-compete clauses are generally void and unenforceable. However, non-competes during the period of employment are valid. It's better to focus on protecting trade secrets and non-solicitation of clients/employees.

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