Corporate
Corporate structuring, governance and cross-border setups for founders and investors.
We help you build a corporate structure that makes sense for operations, fundraising and risk management: incorporation, shareholder arrangements,
governance rules, IP ownership routing, and “investor-ready” documentation.
If your structure touches Web3, we also align corporate governance with compliance and licensing requirements.
Typical outcomes
- Clear group structure: holding/opco, roles and risk separation.
- Shareholder deal: rights, protections, exits and governance.
- “Clean” cap table logic and founder / investor documents.
- Operationally usable corporate policies and templates.
Often combined with IP & IT to align ownership and contracts.
Deliverables
What we cover in corporate work
Exact scope depends on jurisdiction and transaction type. Below is a practical baseline for most founder- and investor-driven projects.
Workstream
Incorporation & structuring
Choose the right jurisdiction and build a structure that survives due diligence.
- Jurisdiction options and constraints.
- Holding/opco setup and risk separation logic.
- IP routing and intra-group licensing baseline.
- Substance planning and governance requirements.
Typical trigger: new company, relocation, group build-out.
Workstream
Shareholders’ agreements
Rules for control, economics, exits and conflict prevention.
- Voting rights, reserved matters, board governance.
- Founder protections and investor protections.
- Transfer restrictions, drag/tag, exit mechanics.
- Deadlock rules and dispute resolution logic.
Typical trigger: 2+ founders, investor entry, option pool planning.
Workstream
Governance & corporate policies
Make governance real: roles, approvals, delegation and controls.
- Board / director rules and decision-making framework.
- Corporate approvals and authority matrix.
- Templates: minutes, resolutions, consents.
- Basic compliance alignment if required by regulator.
Typical trigger: scaling operations, partnerships, regulated business lines.
Workstream
Founder & team documentation
Align incentives and reduce future disputes.
- Founder vesting and good/bad leaver logic.
- Option pool / ESOP framework (jurisdiction dependent).
- Service agreements for founders/officers.
- Confidentiality and IP clauses alignment.
Typical trigger: team growth, investment rounds, governance formalization.
Workstream
Corporate changes & maintenance
Support for updates, filings and corporate housekeeping.
- Changes in shareholders/directors and registers.
- Share issuances, transfers, reorganizations.
- Cross-border corporate documents and apostille support.
- Coordination with local corporate agents when required.
Typical trigger: ongoing operations, investor entry, restructurings.
Workstream
Deal support (corporate angle)
Corporate layer for investment, M&A and joint ventures.
- Term sheet structuring and negotiation support.
- Corporate DD readiness and clean-up.
- Closing mechanics and approvals checklist.
- Post-closing governance and documentation updates.
Typical trigger: investment round, M&A, JV/partnership with equity.
Approach
How we structure corporate work
We prioritize clarity: who owns what, who controls what, how money moves, and how decisions are made — and then we document it properly.
What we clarify first
- Where founders live and where the business actually operates.
- Revenue sources and key counterparties (banks, partners, platforms).
- Whether the project is regulated or may become regulated.
- IP ownership and whether it must sit in holding/opco.
If you’re raising capital, we also map investor expectations (governance, warranties, DD items).
Typical engagement paths
New venture
Jurisdiction choice → incorporation → SHA → basic governance templates.
Relocation / reorg
New holding/opco → IP routing → contract updates → governance refresh.
Investment round
Cap table prep → term sheet → SHA/SPA → closing approvals + post-closing cleanup.
Regulated track
Governance roles → internal controls → compliance alignment → licensing readiness (if applicable).
Related: Crypto licensing and
IP & IT.
FAQ
Common questions
Short answers. Real structure always depends on operations, tax residency and target markets.
Do we need a holding company?
Not always. It depends on risk separation needs, IP ownership logic, tax considerations and whether you plan to scale into multiple markets. We usually start from business reality, not from “default templates”.
How do you avoid founder disputes later?
Clear shareholders’ agreement: reserved matters, decision-making, vesting, transfer rules, deadlock mechanisms, and exit logic. Most disputes are preventable if written properly early.
Can we structure for investors from day one?
Yes. We can set governance, cap table logic and documentation in a way that is familiar to investors and reduces friction during DD.
Do you work with local providers in different jurisdictions?
Yes. For incorporations and filings we coordinate with local agents and counsel where needed, while keeping the overall structure consistent.
Need a clean corporate structure?
Send a short description: founders’ locations, target markets, what the company does, and whether you plan to raise capital.
We will propose a structure and a clear first scope.
If you already have a structure, we can audit it and propose a “clean-up + next steps” plan.
Good fit for this service:
- 2+ founders or shareholder changes.
- Fundraising, M&A or cross-border expansion.
- Holding/opco setup and IP routing.
- Regulated business lines needing governance clarity.
We focus on enforceable governance and investor-ready documentation — not “paper for the sake of paper”.