Expanding a startup internationally comes with serious legal challenges like compliance, securing funding, and protecting intellectual property. Founders often turn to local legal advisors for help, but managing legal matters across multiple countries can quickly become complicated, expensive, and time-consuming. Each jurisdiction has its own rules, making it hard to coordinate efforts through separate local firms.
Overlooking these legal issues is risky. For example, in 2023, Meta Platforms, Inc. was fined €1.2 billion for violating the General Data Protection Regulation (GDPR), highlighting the significant financial risks businesses face when legal compliance is neglected.
Our team at Legal Nodes has extensive experience helping startups manage cross-border legal challenges. We provide tailored legal solutions through our platform, connecting businesses with top legal, tax, and compliance experts worldwide.
In this article, we’re sharing our knowledge so you can better understand the key legal documents needed for businesses in the US, UK, and Singapore — and how to stay legally compliant while growing your company.
Let’s dive into the must-have legal documents your startup needs to succeed internationally.
#1 Company formation and governing documents
Setting up a business starts with creating the legal foundation for your company. This involves drafting key formation and governing documents, which vary depending on the country and type of business structure you choose.
Articles of Incorporation/organization
The articles of incorporation or organization establish your business as a legal entity, outlining key details such as the company’s name, business type, purpose, and structure. These documents are required for formal registration as part of your legal structuring.
🇺🇸 US:
- Corporation: if you’re setting up a corporation, you’ll need to file Articles of Incorporation. This document includes your company’s name, address, purpose, ownership structure, and key people in charge.
- LLC: for an LLC, you’ll need Articles of Organization. It covers similar info but doesn’t include stock-related details since LLCs don’t issue shares.
- Filing: keep in mind that each state has its own filing process, usually done through the Secretary of State’s office.
🇬🇧 UK:
- Similar to the US, you’ll need to submit a Memorandum of Association and Articles of Association to Companies House when registering your business. Learn more in our guide on UK incorporation.
🇸🇬 Singapore:
- You will need to create the company constitution and register it at the Accounting and Corporate Regulatory Authority (ACRA), which is a combination of elements the US and UK systems have.
Bylaws (corporations) and operating agreements (LLCs)
Bylaws and operating agreements define how your business will be managed. They outline the roles and responsibilities of directors, board members, and other key representatives. They also set rules for decision-making processes, detail each member’s duties, and establish procedures for resolving disputes.
Legal Nodes solution
At Legal Nodes we know how challenging it can be for founders to set up companies across different legal systems. We help you choose the best jurisdiction and entity for your project and connect you with experienced legal experts who can draft the right documents and get your business up and running smoothly.
#2 Intellectual property (IP) protection documents
Not regulating IP upfront can become a huge burden later on, especially if you decide to sell the company or raise funds. Here's what to pay attention to:
IP assignment agreements
Your employees can create intellectual property while working on behalf of your company. This can include copyright (software, code), trademarks and design, or even patents for inventions.
Founders often bring their own IP into the business, so it’s important to include IP clauses in shareholder and founder agreements. We’ll cover this later.
Your employees and collaborators will have access to valuable business information, so it’s also important to address trade secrets in all your contracts.
Make sure to cover intellectual property assignment in your non-disclosure agreements (NDAs), whether you sign them with potential service providers, employees, or contractors your company works with to make sure the IP stays within the company.
How IP assignment works in different countries
🇺🇸 US:
In the United States, IP assignment clauses are typically part of employment and contractor agreements. If employees create something as part of their job, the company owns it under the "work-for-hire" rule. Contractors need to sign specific IP agreements to transfer ownership. Also, you’ll need to register copyrights if you ever need to file an infringement lawsuit.
🇬🇧 UK:
In the United Kingdom, employees automatically assign IP they create at work to their employer. Contractors still need separate IP agreements to transfer ownership. Copyright protection kicks in as soon as the work is created, so there’s no need to register it.
🇸🇬 Singapore:
In Singapore, employees’ work-related IP automatically belongs to the employer unless stated otherwise in a contract. Contractors must have IP clauses in their agreements to transfer ownership. Copyright is automatic here too, but creators can opt to formally record their work through a voluntary system to simplify enforcement during legal disputes.
Legal Nodes solution
Legal Nodes helps you manage your IP globally, whether it’s existing IP or new creations you’ll develop as your business grows. We can help you identify IP-related legal works in different jurisdictions (like IP assignment agreement preparation, and trademark & patent filings) and help you complete them via our platform and a network of legal providers.
#3 Employment and contractor agreements
When hiring employees or contractors, it’s important to set clear expectations and protect your business. Here are the key documents to include:
Employment offer letters
Clearly define roles, responsibilities, and key terms such as salary, payment schedules, and job expectations. You can also add information about working hours, vacation policies, reporting managers, and any additional benefits like employee stock options.
Even if you’re using a separate NDA (which we’ll cover next), it’s a good idea to include a confidentiality clause directly in employment and contractor agreements. This adds another layer of protection for your business’s sensitive information.
Non-disclosure agreements (NDAs)
Exchanging signed NDAs will become practically an everyday task when operating your startup. You'll need them for employees, contractors, vendors, stakeholders, or partners to protect sensitive information shared during employment or negotiations. To get started, consider using this Non-Disclosure Agreement template.
Non-compete and non-solicitation agreements
Non-compete and non-solicitation agreements are crucial as you don't want your employees running straight into your competition and using your know-how against your company:
US:
Non-compete clauses are common but hard to enforce in states like California, whereas other states are more reasonable.
🇬🇧 UK and 🇸🇬 Singapore:
Non-compete and non-solicitation agreements are allowed, but their enforceability depends on their reasonableness.
#4 Shareholder and founder agreements
When you start a business, it’s super important to have clear agreements in place between founders and shareholders. They set the rules for how you’ll work together, handle money, and make decisions. Without them, things can get messy when your startup takes off.
Shareholder agreements
Shareholder agreements set clear rules about ownership, decision-making, and what happens if someone leaves the business. These agreements can be between shareholders or include the company too. They typically cover:
- Who owns what: how much of the company each person owns
- Voting rules: how decisions get approved
- Buying/selling shares: what happens if someone wants to sell their shares
- Exit plans: steps to follow if someone leaves the business.
Founder agreements
Founder agreements act as a rulebook for the founding team, helping avoid misunderstandings by defining key terms like:
- Equity splits: who gets what percentage of the company
- Roles and duties: who’s responsible for what
- Transferring equity: how ownership can be transferred
- First dibs: founders get the first chance to buy shares if someone leaves
- Good/Bad leaver: specify in which cases founders leaving the company cannot be entitled to their shares
- Solving disagreements: how to handle disputes.
Employee stock option plan (ESOP)
An ESOP is a company-wide program that grants employees ownership in the business by allowing them to earn shares over time. It’s a powerful tool for motivating and retaining top talent, as employees become financially invested in the company’s success.
Key elements of an ESOP include:
- Vesting schedules: the timeline for employees to officially own their shares, often based on their length of employment or performance.
- Allocation of shares: how many shares employees receive and how they are distributed.
- Leaving the company: what happens to employees’ shares if they leave, whether through resignation, termination, or retirement.
Real-world example:
Amazon is a great example of a company successfully using stock-based compensation to attract and retain employees. Since its early days, Amazon has granted employees stock options and restricted stock units (RSUs). This strategy allowed Amazon to compete for top talent in the tech industry while managing cash flow in its growth phase. As the company’s stock value grew, many early employees became millionaires, reinforcing the long-term value of equity-based compensation.
Stock (share) option agreements
A stock option agreement is an individual contract between the company and a specific employee. It defines the terms under which the employee can buy company shares at a set price after meeting certain conditions. Key details of a stock option agreement include:
- Exercise price: the fixed price at which employees can purchase shares, usually lower than market value.
- Option grant date: the date when the company offers stock options to the employee.
- Vesting terms: conditions employees must meet (like time served or performance goals) before they can exercise their stock options.
- Expiration date: the deadline by which employees must exercise their stock options before they expire.
- Exit rules: what happens to the employee's stock options if they leave the company, including forfeiture or early exercise options.
Learn more about stock options here: Employee stock options: a founder's guide.
Legal Nodes solution
Legal Notion Virtual Legal Officer will help you prevent disputes among founders and shareholders of your startup by creating agreements tailored to specific jurisdictions and regulations.
#5 Funding and investment agreements
Funding and investment agreements are key to helping your startup grow with new investments while setting clear rules for investors' rights. They’re especially important to decide who’s in control after the fundraising is done.
Stock purchase and convertible note agreements
Stock purchase agreements will define the terms of selling equity to future investors, while convertible notes will allow your company to raise funds with an option to convert debt into equity at a later stage.
Investment agreements
Investment agreements outline the terms and conditions of funding rounds, helping startups secure investments while protecting the interests of both founders and investors. The type of investment agreement typically depends on the company’s growth stage and the regulatory environment.
Early-stage fundraising (Pre-seed/Seed rounds)
In the early stages, startups often use simpler agreements like SAFEs (Simple Agreements for Future Equity) or Convertible Notes, which are designed to be fast and flexible:
- SAFEs: common in the US, SAFEs allow investors to provide funding in exchange for equity at a future date, usually during the next funding round. They don’t accumulate interest or have a set repayment date making them founder-friendly.
- Convertible Notes: similar to SAFEs but structured as debt that can convert into equity later. They often include interest rates and maturity dates, offering more protection for investors.
- Advanced Subscription Agreements (ASA): the UK’s equivalent of SAFEs, offering a tax-efficient way to raise funds while giving investors shares in future funding rounds.
Model Templates for Early-Stage Startup Agreements:
- 🇺🇸 US: Y Combinator SAFE Template & NVCA Model Legal Documents
- 🇬🇧 UK: SeedLegals Advanced Subscription Agreement & BVCA Model Legal Documents
- 🇸🇬 Singapore: SVCA Model Legal Documents
Later-stage fundraising (Series A/B and beyond)
For Series A/B and subsequent rounds, companies typically enter into Equity Investment Agreements, Shareholders’ Agreements, or Subscription Agreements. These contracts cover important terms such as how the company is managed, investor rights, what happens if the company is sold, and how shares are protected from losing value, creating a clear structure for future growth.
Legal Nodes solution
Legan Nodes provides legal support for startups and helps you go through fundraising. We can provide you with holistic support starting from choosing the best jurisdiction and legal structure for fundraising up to finalizing your investment and corporate agreements in all tech-friendly jurisdictions.
#6 Business operations and compliance
Your regular day-to-day business operations also require legal documentation and due diligence, as your startup needs to stay updated with any legislative changes that affect it.
Here's what to pay attention to:
Compliance documents
While your company should be compliant with laws that regulate it, certain areas are especially prone to inspections and hefty fines:
- Tax: Make sure you keep track of all your business transactions and have your bookkeeping in order. This will help you stay on top of tax filings and avoid any trouble down the road.
- Employment: we have already mentioned employment agreements, but it is worth repeating that you must pay close attention to this area, especially regarding non-compete and termination clauses.
- Privacy and compliance: If your tech startup handles user data, it’s important to have the right documents in place to comply with privacy and data protection laws like GDPR. While regulations vary by region, these key documents can help you stay compliant:
- Privacy Policy: Explains how your business collects, uses, and protects personal data.
- Cookie Policy: Details how your website uses cookies and tracks user behavior.
- Data Processing Agreements (DPAs): Required when working with third-party vendors that process personal data on your behalf.
Additionally, tech companies in the financial sector should be aware of DORA (Digital Operational Resilience Act), a regulation from the EU aimed at ensuring the operational stability of financial institutions and their service providers. Staying compliant means having the right agreements, policies, and processes documented.
Legal Nodes solution
Legal Nodes helps your startup with global compliance issues by identifying key regulations and frameworks your business needs to comply with (e.g. GDPR, DORA), connecting you with the right experts and managing compliance works in one platform. Moreover, we have an inhouse privacy compliance team that provides GDPR packages, DPO subscription service, EU & UK representative service and EU-US Data Privacy Framework self-certification support.
#7 Agreements with customers
Last but not the least, startups need clear agreements with customers to set expectations, outline responsibilities, and protect the business from legal issues. Depending on whether you serve consumers or businesses, different types of agreements may apply.
Here are the key agreements your startup should consider:
Terms of use (B2C)
Terms of use set the rules for how consumers can use your product or service. This document covers important topics like user behavior, payment terms, cancellations, refunds, and liability limitations. It helps ensure transparency and reduces the risk of disputes with customers.
Service agreements (B2B)
Service agreements are contracts between your startup and other businesses. They describe the services provided, payment terms, deadlines, and how issues like project delays or disputes will be handled. A common type of service agreement for startups is a master service agreement (MSA), which sets long-term terms for multiple projects.
Service level agreements (SLAs)
Service level agreements define the quality of service your business promises to deliver. They include metrics like uptime guarantees, response times, and penalties for service interruptions. This type of agreement is essential for tech startups offering cloud-based or SaaS products.
End-user license agreements (EULAs)
End-user license agreements grant customers the right to use your software under specific conditions. They outline what users can and cannot do with your product, protecting your intellectual property and limiting your liability.
Data processing agreements (DPAs)
Data processing agreements are essential if your business handles personal data, ensuring compliance with privacy laws like GDPR in the EU and PDPA in Singapore. This document specifies how user data is collected, stored, and shared, protecting both your company and your customers.
Subscription agreements
Subscription agreements are for businesses with recurring billing models, such as SaaS startups. They define subscription terms, renewal and cancellation policies, payment schedules, and refund rules. This agreement helps reduce misunderstandings about ongoing service commitments.
Conclusion
From company formation to investments and exits, there’s a lot of legal documentation to manage. Handling it properly and on time can save your company from future legal troubles, support steady growth, and make it more appealing to investors.
We understand that early-stage startup founders are short on time and resources. Legal experts can be expensive, and budgets are often tight. But ignoring legal documentation can lead to costly mistakes if things don’t go as planned.
That’s why we created Legal Nodes—to offer affordable, innovative legal and business solutions tailored to tech startups. We help you stay compliant and handle your legal needs without breaking the bank. Ready to simplify your startup’s legal journey? Contact us to get a custom quote for the legal setup for your startup.