How To Make Legals Simple
Key Takeaways
The video discusses simplifying legal aspects of entrepreneurship, covering corporate funding, intellectual property, and fundraising, with insights from legal experts Daniel Walker, Robert Taylor, Elizabeth Ward, and Erika Moralez-Perez
Full Transcript
[Music] welcome everyone to a another session um with the personal project i'm bj the ceo here at personal project as you guys know we're currently going through a series of events giving back to the community for free this will be available to be replayed and there'll also be a subsequent blog article with all the gems that are shared we are very excited to run our first legal session as we all know that law legal numbers the contracts these are the things that sometimes entrepreneurs sometimes forget or sometimes you go to in crisis mode um i'm very happy to pass on over to daniel walker who'll be leading this session um as always if you have any questions please put them through on the chat um or send it to us via our instagram dms we are in background watching and supporting i hope you guys have a great session peace over to daniel thanks very much to the purposeful project thanks for having us um um just for those of you who don't know who i am my name is daniel walker and i founded a platform called seagull.com um some years back in 2015 um in asia and we um we help um around 20 000 businesses now to um to basically get legal contracts done online to do stuff which is uh which seems quite complicated but we hope to make it as easy as possible and we do that with the support of lots of amazing law firms and we've just launched over here in the uk and we're working with the fabulous 360 law who are here today to answer questions and to talk about topics and startup related um so if i could start actually by just asking everyone to introduce themselves and what their speciality is um people think of lawyers as just being either kind of contract lawyers or criminal lawyers or business lawyers so actually it gets a whole bunch more specialist than that it's a bit like going and seeing a doctor you discover quite quickly that a doctor specializes in just one part of your nostril that's how we lawyer here as well so um so i'll i'll start first with bob if that's okay and then bob can take you through and introduce you to the team over at 360 and explain how they work yeah hi um we are i'm bob taylor i'm the ceo and general counsel at 360 law group uh which is a regulated and unregulated practice in the uk and we are now operating in 70 countries worldwide and there's about 400 lawyers that now form part of that group um i'm embarrassed by a profession i don't do very much law at all now i suppose the the easiest thing is i used to do a lot of corporate law um but now i i rely on people like erica who's probably going to talk next um to do the head up the corporate law side of it in the uk thank you bob so i'm eric morales perez and as bob has said i work with him under the 360 law group so i'm a corporate and commercial lawyer which unless you're a lawyer means absolutely nothing and so what it does mean to the rest of the world is that i deal with business related legal issues and i support businesses in uh enabling them to use law and their legal contracts and that type of thing to make them more money [Music] shall i introduce the next person amanda thanks erica so i'm amanda williams i also work in the 360 law group team um looking after the commercial contract so in a similar role to erica facilitating those contracts that you're going to have with your customers and but also not forgetting that you'll have contracts with suppliers people that supply to you um and as you grow and get bigger then you may be looking at contracts where you might be reselling other people's products you may be looking at partnering with people you may be looking at forming strategic alliances so all of those contracts that facilitate you running your business and get getting revenues um and cash in the door um so they're they're the the types of um areas of the law that i can help and assist with um and uh the other member of our team that we've got with us today is mark so mark can i hand over to you thanks amanda so uh i'm mark hall i'm another lawyer with the 360 law group and just to emphasize what daniel has said i'm another specialist but as you'll hear as we talk through there's an often an overlap between commercial lawyers so i am primarily a commercial lawyer but i have some specializations in the automotive sector and ip intellectual property so where i can help i hope and i've done so in the past is by helping companies small and some very very large companies to get the value from their innovation and i'm very excited to work with startups and smes because they're the bedrock of a lot of the innovation that goes on throughout the world and the idea is that i as a lawyer help you as a companies to get the value from the ip you have bring it to market exploit it well and sometimes use it as leverage to get capital for instance and again that illustrates where there's an overlap between what i will talk about what amanda and erica mentioned in terms of corporate strategy good thank you very much everybody um we are a little a little clearer i'm sure so what i'd like to do first of all is um i've got a few questions um myself for for for the panel um and if anybody on the webinar i would like to um ask specific questions please don't include the name of your problem and counter party and person that you want to sue in the question make it sound like it might be a you know a fable rather than an actual piece of legal advice but um if you can please ping those across me and i'll try and also um ask our talking heads about that let's kick off with some some um some basic stuff the topic of the seminar is making legal easy and i think one of the the first things when people think about lawyers how complicated it is naturally um and that leads to us doing two things either we put our heads in the sand then we ignore it or we go ahead and we make mistakes so um it would be great if you could perhaps take it in turns just to tell me and the team a few of the things that are obvious mistakes that happen and please some actionable events that we could take to actually stop that from happening because a mistake is only is only acceptable and when it's made once that when it's repeated whoever wants to go first please amongst yourselves yeah i agree i mean i start at the beginning so i'm gonna overlap over over erica here really because she's probably the expert in this area but i mean one of the first things to do when you go into business and you know i i've done it when we started 360 up seven or eight years ago um is to you know it's great having a good idea but you've got to make sure that two things are happening the animal one you've got the right vehicle that you're actually going into business with you know being a sole trader might not be the right vehicle because you might be exposing yourself to liability you know whereas you might be better off going through a limited company so i know that eric is going to talk more on that so you've you know you've got to get the foundation of how you're going to trade sorted out first the next thing that's that's of really importance and you need to do it cost effectively and we all understand that which is the reason that 360 was was bought about really to provide lower cost legal services to to smes right the way through now but and that is to actually make sure that the the way you're trading the contracts that you're trading on yeah are solid there's not holes in them your liability is protected so that you're not going to go out of business as soon as you do for your first transaction and i think you know that sort of initial advice is is the stuff that everybody who's going into business needs to sort of like understand and get into really really quickly i mean there is specialist stuff that we need to consider which mark will go into on protecting your ip but it's really making sure that your contracts reflect your services you're providing your products you're providing they're protecting your liability uh which is the stuff that amanda's been with us who's been with us like seven years now i think he's very you know specialized to do him so i'm going to hand over to erica there because you can do much more on that corporate role than i can now erica thank you bob it's the last time you can hear me say that but there you go well this is being recorded bob so we've got evidence um so that leads me on the point of evidence leads me quite nicely into the point i'd like to make actually there's a few points i'd like to make just um that segment really nicely into the vehicle that bob has mentioned uh with regards to your trading vehicle and how you're going to trade so however you're going to trade it's really important to not only identify that up front but then think about that how that fits in with other members within your organization so for example you might have shareholders you might have a business partner we call them a business partner in legal terms we might call those a shareholder depending on what vehicle you choose the reason that i mention this is because it's really important to establish upfront the relationship that you have with other potentially part owners or stakeholders of your business why it's important is that if you have a situation where you can't agree on something you need a way to resolve that issue and if you don't have a documented way of resolving that issue the law may not be able to help you so it's really key that you've got a way to get out of potentially gridlocked or deadlock as we call them situations so finding your vehicle is absolutely imperative establishing how you're going to work together as stakeholders within the business please come back um technical problems shall we switch to um to mark and come back to erica so i'll just start just carrying on one thing there i mean erica touched on it i'm gonna wait for it hopefully she comes back on it but i mean also the vehicle that you're setting up determines on on things that you might need down the road you might let's use back now say you might need funding uh on that vehicle you may need to raise money you know to take yourself onto that next step of your journey as a business and you know going out as a self-employed person and going out as a sole trader is probably not the easiest way to start raising money whereas you know going through a limited company where they can take a charge over the company is going to be a better way to actually raise funds back to you erica thank you sorry about that technical problems never rely on technology rely on your lawyers instead um so the vehicle is really important and you've got to establish how you're going to be working again that's important for deadlock situations but it's also important for raising funds so you might be using uh different methods of fundraising it might be through a bank it might be through angel investors it might be that your mum and dad are investing the point is you need to be really clear up front about how you're going to treat those people who are putting money into your business and the way you do that is that you document it bob also mentioned cost and it's that in mind because if you are fundraising you will want to factor those costs in but i can assure you that prevention is always better than cure so investing up front in your legal infrastructure will save you lots and lots of thousands of pounds moving forward and then finally i'd just like to say that start as you mean to go on at all times behave today in your startup phase as if you were going to sell tomorrow because by putting your foundations and your infrastructure in place will put you in incredible stead not just for doing business but if you do want to get investment or sell or scale so always always start as you mean to go on amanda over to you thank you erica thanks erica so lots of small businesses that we talk to um shy away from contracts and you know we often have the conversation with people that surely i can just do business on a handshake um and you know legally sorry verbal contracts are legally binding but actually proving what's been agreed after the event is very difficult sometimes you know your perception of what you thought you'd agreed um is different from what the other side's perception is sometimes you know your memory is not as good um as you'd like it to be and you know it's fairly straightforward if you've just got one transaction that you're discussing but we hope that actually you're going to have lots and you know a handful will lead to you know a basket full will lead to you know many many more and trying to remember the specifics of each one but each um specific customer engagement and you know can prove very very difficult so contracts are really important you know people need to know what it is that they're going to do what their obligations are and we talk about the five ps we talk about you know the product so what is it you're buying and selling you know is is it equipment is it licensing software is it some consultancy work you know what is it um and we talk about the price how much you expect them to pay when are you expected to get paid you know what's the mechanism for getting paid we talk about the people we talk about you know who are the contracting parties um you know you can't actually sue somebody who's not a party to the contract so it's really important to understand who's entering into that contractual relationship because he who contracts pays so again you know if you're not getting paid you need a mechanism for actually pursuing receipt of payment um we also need to look at you know the place so when and where are you going to deliver this equipment provide these services um and we need to look at the what we call penalty is just for the sake of you know starting a word with the letter p just to um close the circle on this but what are the consequences of not doing that um and you know most of the time all of these relationships are amicable and everything happens you know nice and smoothly but the challenge comes if there's a dispute and it's the same with the relationship you know it's all lovely in the honeymoon phase but as soon as you start throwing pots and pans at each other it's very difficult to sit down rationally and say hang on what did we actually say was going to happen so let's agree it up front while we're all you know looking looking at this from a very um objective and positive perspective and often for a lot of companies um the ipr which mark will talk about more but the contracts around that from the asset base that um creates the value that is your organization so for a lot of organizations today i'm very mindful of the fact that actually a lot of it is based on software it's based on apps on your phone there's not much tangible manufacturing product that's made in in the uk anymore and so that intellectual property and the value of those contracts is paramount importance to be able to evidence it's a paramount importance to be able to protect and it's in paramount of importance and to actually get right so that to the point that bob made at the beginning you are limiting your exposure your liabilities um and controlling and containing your obligations so that you can ensure that those those things are met and you know we find that actually um you know whilst it seems like a massive hill to climb at the beginning to get contracts in place actually you know working with small businesses and and looking at their um suite of contracts is something that i've been doing as my day job now for more years than i would care to admit um and having template contracts um and i believe that you've got this facility through the ziegler application is absolutely key um and we can assist with creating specific elements of those contracts to meet the requirements of your individual business needs and we're also mindful of the fact that actually as small businesses you may be looking to contract with organizations much much larger than yourselves and often they'll be looking to impose their terms and conditions on you but actually don't don't be worried about that again your template contracts whilst you may not be able to push those in place of the third party terms back on them they act as a very very useful checklist for all the things that you need to make sure that you're covering in that contract with that third party and we see this many occasion that big organizations try to take advantage of smaller organizations and miss out capping their liability miss out protecting their ip miss out some of the key important features of those contracts and so it's a useful checklist it's a it's a useful vehicle to use and it also shows that actually you've got a professional presence and a well organized and structured business organization that you can act where you can actually show that you've got template contracts in place so all of those things you know negotiating those terms redlining those terms providing advice as i say things that you know we do every day of the week and so whilst it might seem like an enormous job and when you look at it for the first time you know believe me actually you know we see this day in day out um and and you know it's it's a very very um common task that we get ourselves involved in and something that we can help with relatively easily and quickly and i can go into specifics on that but actually at this level of the conversation i'm going to hand over to mark now to talk about um protecting your ip just before mark comes in on that i just wanted to pick up on something before i actually forget it something that eric has said as well i mean you should be looking at the end of your process the selling of your business or to making your money out of it getting it out as we say as as you come into the business so it's very you know clear that you look at how you're going to get out of your business at the end of it yeah and to do that when you come to that end process you know your person who's buying you is going to go through a due diligence stage with you and that really means he's going to go and look at everything you've done in that business he's going to look at your contracts because that's where your value is he's going to look at your ip which is where mark's going to come up to you later he's going to look at the structure of your business and he's looking at your shareholders and everything else to find out whether there's been any disputes and whether there's any thing going on in the business where you know there could be a lot of liability in there so those contracts that at the beginning of of forming a business you might think oh it's not worth it i can't do it it's too expensive could be the things that at the end of the day someone like me or erica comes along at when you come to sell your business and goes take a retention off we'll drop a million quid off of that because basically these contracts don't exist and there could be liability on it so you know you the things you do now will affect the things that you do when you come to sell this business sorry mark over to you mate no need for apologies there bob i think you've added some excellent points and one i'd pick up on straight away is that you know it's really good to start with your end game in mind and that means of course you need to have an understanding of what your exit strategy is as bob said so that you're how you're going to realize all this investment that you've put into the company and also your business partners your shareholders have put into the company and this is where i p is extremely important often small companies are creating a niche for themselves because they've got something new they've got something to sell in terms of their ideas not just the idea they have on the table at the moment but their innovation generation engine which means the people what's between their ears in terms of ideas generation and maybe the processes that the company has already put into place that mean there's going to be even more innovation going ahead so it's really important right from the beginning to understand what the value of the existing ideas are in the company and that value needs to be reflected of course in the value of the company now there's only one way to do that really and that's to audit your ips from the beginning understand what you have and as erica referred to earlier you need to invest in your legal structure in order to understand and set out what you have so what is referring to partly there is understanding what your ip is your intellectual property auditing it setting out what it is what it relates to what its value is so that you can then translate that into contracts you have with your shareholders for instance and of course with the people you're selling those products onto um it's a huge area ipr intellectual property rights and it covers lots of different intellectual properties so i'll just take a moment just to very very quickly list what some of them are because they may touch on those that are listening in different ways you know one of the most obvious is trademarks we're all very familiar with those because when you go into the supermarket and buy something you see the logos of things that you buy and supermarket shelves or whatever then you've got copyrights which is the right to protect the idea that you've put into some kind of expression for something you've created that is expressed in writing some way for instance how to play uh you've also got rights prevent passing off you know was preventing someone from using the good will you've created in a product and pretending that they've created something similar that can be protected you've also got a right confidence and this is something that's not mentioned very often but is extremely important we're all very familiar with mdas non-disclosure agreements and we rely on them and that's just part of what we call in the uk the law of confidence you have a right as a company owner to protect your trade secrets and that goes to your employees if you have them your business partners and of course people on the other side of the transaction who you may have disclosed something to but you want to make sure that they do not disclose it elsewhere there is a law to protect that situation it's the law of confidence and that's not to be ignored you've also got patents of course and we're all familiar with those plans that protect um ideas that are put into industrial uh exploitation uh and we've got design registrations and fundraising designs as well so you can already see in that list there's a lot of uh coexisting iprs that may exist in the company now obviously there's a lot of complexity to each one of those it's not really the place on this call to go to all of them but what we can talk about i think usefully is what are the practical steps that new business owners or existing startups and smes can do right now to as erica said invest in their legal structure now you're obviously pretty switched on people already because you're looking into the single software to get really cost effective templates that will allow you to get clarity around your business straight away where we step in of course is to be able to manually add some specificity to those legal templates so that we can make sure that they are right for your company so in the context of iprs that means we can make sure that your templates are right for the intellectual property strategy that you are implementing in your company now i say implementing your intellectual property strategy in the clouds you know it's like being important but actually it's just common sense isn't it if you're going to have intellectual property you need to understand from the beginning how you are going to exploit it how you are going to take it to market how it's going to compete with your competitors out there and how when you apply to your exit strategy you're going to make sure that it gains the value that you've intended to okay so just on that strategy are just ways a few points that i think you can think about doing right now if you haven't already done it make sure that your intellectual property rights are known to you document what you have and understand whether you can protect them and protect you something that obviously depending on what you have you need to assess how you can use those ip's to attract investment and again that refers to amanda we're talking about how to capitalize on your life then you also need to use that ip over the course of the life of your company to ensure that you are exploiting it properly so just just very briefly if we could use a scenario to explain what i mean by that by using your ip over the course of the life of your company if for instance a creative person has drafted a screenplay that they want to turn into a film uh once they've drafted that through between immediately it's copyrighted you don't have to register the copyright in order for it to exist as soon as you've created it and it's in writing it exists but it's still a good idea to actually have some something that shows when you created it so that you can bring evidence forward when it was created to show that you created it before so potential plagiarist tries to copy it then you may have that screenplay produced on the stage as a play and it's performed again this copyrighted screenplay and there will be performance rights for the performers who performed in that play those can be protected and when that screenplay and play are turned into actual film the film itself gets protected so you will need to protect that film as an actual product so you know it's an example of how something that starts as a creation in one way and is protected in a particular way in this case copyright transforms to the life of its exploitation into being protected in a different way as a film hopefully that gives you an idea of the fact that iprs are coexisting they are multifaceted and it's really important to look at your specific iprs to know how best to protect them but if there's one thing i'd like you to take away from this is that you need to always ensure that you have documented what you have so that if there's only just the future as to whether you've created something you can show that you created it and when you created it that's quite a long introduction but i'll so i'll hand over that i'm going to cut you i'm going to cut you them out because uh yeah we're taking more than our fair share of time uh thank you very much it actually um goes nicely with it with a few questions i've had on the side here ollie said um when helping um three plus year old startups what's the most common thing or process that they've skipped or omitted which makes you roll your eyes so on this one you've got 10 seconds each to answer this i'm assuming that you're going to say they didn't register their ip marks we're going to skip straight from you on to amanda amanda what what's what's the thing that that that makes you roll your eyes when you meet a three-year-old startup a three-year-old company by the way not a three-year-old and he was a startup [Laughter] um so so i think probably the thing that i would say is ndas so non-disclosure agreements confidentiality agreements call them what you like um people seem to gloss over these but they're really really important to make sure that before you start having conversations with prospective customers suppliers and whoever they are put an nda in place it may also be um the other thing that we struggle with a lot is and if you've been using third parties to assist you with developing some software writing some code make sure that you've got the ownership of that code and that it belongs to you and that you've protected yourself sufficiently because you can't claw it back after the event so nda's up front first thing that you should do all the time every time we see that people just forget to do it gloss over it massively important thank you very much erica by the way that was massively more than 10 seconds so a concept that lawyers don't have is time isn't it what makes what makes you roll your eyes about lawyers they speak way more than the allotted times so 10 seconds for me is gdpr if you are sharing data with third-party processors to help you deliver your services or your products tell those suppliers what they have to do for you to manage your data your data is a massive asset that will cost you lots of money if you don't protect it i think we'll come back to that because i think we're all interested in understanding gdpr and whether it still exists and all of this so i'll come back to that yeah sure yeah basically i'm thinking i'm going back on the sort of like the mend a bit and the mark bit and everything else i think you need to in your negotiations throughout your contracts you need to a number one make sure your ipr's protected in your contract more importantly than that you may need to make sure that when you're negotiating it you don't give away the baby with the bath water i've done some litigations for major software companies that have made mistakes on an ipr clause they've given away the ipr and they have paid in millions of dollars yeah and you can do that if you do that it wipes your business off the face of the earth you need to protect it in contract every time wow i'm going to pause just for dramatic effect because that that that that that felt like a lot of a lot a lot going on in 10 seconds i'm worried about it i think it might have been 12 here man yeah i'm worried about that eric i'm going to come back because one of the things i wanted to talk about um is um startups that we talked before actually i think i think it was amanda that mentioned you know so much of what's been done in the uk in particular um is you know service driven and technology-driven and and you know many uh many of the businesses that that we see um are are sort of platform based and and and have aspiration to to sell not just in the uk but to sell overseas quite quickly as well and i wanted to um just get your thoughts i might start with you europe so okay your thoughts on you know what what other what are some of the things that we should be thinking about i guess when we start that process um i think there was a belief up until quite recently that that we could just you know set up a platform and go of course laws have changed you know quite substantially over the last the last few years uh in in in europe at least uh to try and stop folks from doing that in some respects so if you could give us maybe a little summary of where we stand now as a new business who's setting up a platform and what are the things that we might want to worry about specifically in that space don't be frozen erica eric is either just horrified by the question i'm gonna i'm gonna skip off erica and i'm gonna take whoever else wants to answer that question man did you want to answer that i thought i thought you were terrified by the questions for you platforms what are the legal concerns every every time someone asks me a question on a panel it freezes i think it's trying to help me out yeah never on my good side so i i think what i'd like to do is just focus very briefly on the data side of that and then i'm going to hand over to amanda to deal with the contractual side of that from a data perspective it's really really important you consider who you're selling to and where um because uh daniel you you alluded to a question earlier as to whether or not gdpr still exists and it absolutely does but there have been some changes following the exit agreement following brexit on the 31st of december so if you're setting up a platform that's going to be offered in multiple jurisdictions you have to firstly consider what those jurisdictions are going to be and what laws apply to your platform because although you might be a uk-based company that's governed by uk law you might also be touching on other laws in other countries where your consumers are and particularly in europe if you are dealing with consumers in a european country as a consumer their local law applies to them when and and hosting is the other thing that i bring in there just to cover up while uh well while eric is frozen again but obviously where where the where the servers are hosted come plays an important part of that as well but i'm never going to hand back to amanda amanda you know i was going to pick up that that exact same point about the hosting and you know a lot of people are using the same centralized hosting services so microsoft azure um as one example and you know where those servers sit and access to audit rights and provisioning around that um are all very strictly controlled so from a confidentiality perspective um often we don't even know where those data centers are and so it's important that all of that's disclosed and all of that is understood and managed effectively so um you know i think the other point to note is around you know the structure of how you're going to license whatever it is that you're pushing out on the platform so you know there's there's an opportunity to restrict or control the revenues that you get from that and around the licensing provisioning and how easy is it for you to terminate that license remotely if somebody's using it inappropriately um there's lots of legislation in different parts of the world around the content that can be pushed um and you know some of that's religion based some of that's cultural based um and so it's um you know some of that can be extremely sensitive and the consequences um of getting that wrong you know can be really quite severe and things that we may take for granted you know don't necessarily replicate in in countries across the rest of the world so be mindful of that make sure that all of that gets checked out first as i say it's very very easy to push the content and then you know be dealing with with the consequences afterwards so find out in advance um and and if you've got an opportunity to build in some gateways within your software offering that restrict and users that allow you remote control that allow you some form of screening or audit around that content um then i would strongly advise you know you getting the software development guys to build that in so that you've got more control um over that usage um locally i didn't know if you wanted to add anything erica's i believe you're back with us i know i'm so sorry i don't know what's happening this afternoon well another point i'd like to make actually and thank you amanda is accessibility so there's lots of differentiating rules around the world on um your platforms and websites in particular being made available to people that are considered to have um and it's really important that you comply with those laws particularly in the us where the sanctions are really quite quite um financially impactful so please always think about that as well i think the key message here has to be if you're selling or you're hosting in other jurisdictions in other countries think really clearly about where they are what percentage of your business comes from each country and therefore what impact in terms of risk that has on your business and work backwards from that point so you can say if a big part of my business is in the us that's where our focus my my time as a priority to get the legals right and then move around accordingly based on the market share in each country really useful device yeah and don't forget the in the states it's state for state not any other way so it really does make a difference yeah i'm going to switch topic again very very quickly so i see that we're running out of time we're going to get told off by um by the by the purpose of project soon taking more than our allotted chair but um no discussion of startups would be um would be a full discussion unless we talk about money uh seeing that most startups are continuously voracious to get more of it um i think it's a topic in itself we shouldn't we shouldn't try and delve too deeply and too broadly especially when we've only got a few minutes left what i'll do is i'll focus on one of the questions that we got from our attendees today and they had a really interesting question i think because it doesn't talk too much about the ways in which we sort of talk about think about getting money and the different types and ways you can do that it's actually quite a specific point that a lot of founders i think have as an issue which is um how do they actually value uh value their own time so you know a lot of a lot of startup founders might not be taking salaries might be raising money uh might be thinking about uh paying themselves less than perhaps market rate or indeed paying their team perhaps less or indeed more thinking about giving them shares there's lots of different ways in which this can be done and there's there's all sorts of clever things like slicing the pie or there's just you know sticking your finger in the air there's working out you know market rates what does this panel think uh makes most sense in the current environment and how should founders be thinking about about their value um as regards raising money and and the value that they put back into business well what i'd like to say there on on one thing from having done it a few times now is that is that don't make mistakes in the in the early stages of term around saying i'm going to give away a large chunk of equity or even a significant chunk equity to an individual before he's actually started to perform so you need to make sure that if you're going to give it away to individuals in your team because you think they're going to be useful contributors to what you're producing then incentivize them to make sure that they actually produce before you give them that equity stake and there's loads of ways of doing that you can put schemes in place employee schemes in place and you can even roll it to consultants if you're going to bring them in that way so i'd look at the way of structuring that so you can incentivize them when they've actually done the job mark we've not heard you from a little while i'm feeling i'm feeling that you i will see you guys by me earlier making a point mark please tell us yeah i was still thinking that my 10 minutes were up daniel so uh no very good points already made there by erica amanda and bob on uh making sure that you can keep control is the essential thing i mean i'm reminded of something i've worked on recently in the fintech area where someone came in thought that they could provide a certain amount of expertise and connections but couldn't in the end and this particular person was pushing this start-up to give them a contract that would mean that they would get a lot of upfront payments um and i was the guy in the room saying no way and it turned out to be of course very good advice because that individual could not actually provide the connections and the input that they thought so uh control and yes not uh not giving away any equity until you really need to i think one thing i'd like to add to that i mean i know lots of people raise their initial cash from friends and family and stuff like that and they don't document it because they think it's going to be the best you know it's a family relationship and they don't document anything at all i have seen some severe problems come out of friends and family relationships where they've put money into a business everyone on the call is not it now yeah where they've put money into a relationship it's not been documented and all of a sudden the company's worth of fortune and the person who's put 2 pound 50 in now wants a huge part of that because basically and the relationship's broken down they don't talk it to anyone anymore and basically it all ends up back at the litigator's door and it costs a fortune so document it even if it's a piece of paper that you keep in the drawer document it i completely agree with that and and i just i'd like to make just one or two points here the first is that when it comes to money just to reinforce bob's point people will sell their grandmother um between us here we've probably got you know 100 years worth of legal experience so i'm sure we can all to tell stories on another day of some of the awful situations that we've seen but it's so important to determine what your value is in your head don't undersell yourself we've all seen dragon's den know exactly in your head what you want and where you want to go with your business because that will drive your focus to the right number the reality is that there is no magic formula the magic formula is dependent on your business but you are credible you have a great business you've got it to where it is don't ever undervalue yourself know what you it's happened again isn't it i think the other thing is you don't over value yourself make sure that you're being realistic in what you're providing yeah sorry sorry i just i just didn't feel there while you froze kind of improvisation every time that you you're about to make a nice pithy instagramable statement you get frozen it's very unfortunate i know it's very annoying isn't it no i was just saying at the end of the day you've got a credible business you don't want your business to burn you out so it's really important that you know where you're going and what you want to achieve out of your business and you stand fast on that and you stay focused because you will get it and you will find the right investor and you know i think we're all entrepreneurs here you you have to stick to your guns and you have to focus on your end goal and that will drive you into finding the right people and putting the right the right processes and the right documents in place but take advice because that that transcends everything we've discussed here today it's really key um but know your worth yeah i i agree it it is a case of get advice get it as cost effectively as you can about promotion coming up here daniel um you knew it was going to come yeah we're we're we charge 155 an hour for out for our lawyers in the uk so you can get advice cost effectively um and and you know don't don't just don't just think that sometimes it's not worth it because in lots of occasions you know that one bit of advice that hopefully you've picked up something this afternoon from this this call that we're on just one bit of advice is enough to make you a load of money down the road throughout your business and to keep your business on track and secure and make sure you're not giving away baby with bath water and one of the benefits of you know coming to an organization like ours as eric has said just with the four of us here we've got over 100 years of experience learn from somebody else's mistakes don't learn from your own mistakes are you into are you inferring that i've got 80 years and you've only got a small bit between you got lots of uh moisturizer so lawyers even have humor carry on don't you i'm sorry we've got a few minutes left still we managed to and it managed to cover quite a lot of ground didn't we uh we we had one one other question actually from um one of the attendees um i think actually it covered something that um that amanda that you'd you touched upon in the start of the call um which is the which is the sort of feeling that it's a bit david and goliath out there and often times um oftentimes we we you know we we set up a new company and maybe we've come from a bigger company in the past and we're used to having you know getting on the phone call and the brand speaks to it straight away and the way we're dealt with that within one way and suddenly the very same human being switches on to another meeting with a non-brand and gets trampled all over how do we avoid that situation where we send out our contract they ignore it cross it out and send back a much longer one and then start negotiating or can we not avoid that do we need to think about ways of of maybe accommodating that fact yeah no it's a great question and actually i i would just rephrase the question slightly so you were saying you know we put our contract out there and they and they redline all over stamp all over it and push theirs i think that what we find a lot of the time is with startups and and smes they're scared to put their contract forward and sales guys think that it's a really negative thing to do and they leave it till the last possible moment that's where the wheels come off the bus lead with it be proud of it actually stand by what you believe in which is what you know this a lot of this messaging is about and actually you know you're there because you're unique and you're special and you've got something they want don't forget that you know they're coming to you because they want what you've got so protect it leave with it be proud of it and actually say you want it these are the terms that you can have it get someone in like amanda that can actually understands the points of what they're trying to do because many times they're going to be pulling the wool over your eyes they're going to try and get hold of mark's ip they're going to try and make your liability through the roof they're going to try all the underhanded nasty things that lawyers actually do so get someone like mandarin to actually fight that corner she's done it thousands of times before because she's you know 50 odd years in the profession i'm pulling you over there there's enough sales going on we've got time we get it amanda's really good um funnily enough actually we've had one last question which i think is always nice to end on a question like this because it'll make you guys all laugh it says what are the recommendations for identifying a trustworthy lawyer to partner with which made me laugh when i saw the question but i'm going to point this one to mark simply because actually mark made a really interesting question observation before when he said that uh you know that he'd work with a startup uh and they were getting push push back from probably a trusted advisor that advisor couldn't deliver the value um and we see that time and time again right we we as lawyers our advisors there are lots of advisors advising lots of things how do we get the right advice that's a bit tricky is it not how do we what do we think we uh we need to be looking out for in the legal profession for people that are going to add value well um thanks for the question look as a startup it's a small company for any company really you want cost effective legal advice you know you you need to research what your lawyers provide it's very good to go to a firm that can provide the whole suite of advice because even if you know you only want to get advice on a particular area if that firm can call upon within its cohort within its set of lawyers advice in all different kinds of sectors you know that they have backup so cost-effective and a legal team that can cover you from start to finish there's me speaking on me i think that's probably a nice and a nice ending to to that to the piece of it if you don't mind we are five minutes early and i saw a post that was circulating around linkedin this week where um a sales director stopped an hour-long meeting at 58 minutes and gave two minutes back to his team i wasn't sure whether it was tongue-in-cheek a piss take offensive or a good thing i still don't i'm obviously too old to understand humor uh but anyway we're giving five minutes back to those people who haven't eaten their lunch at this point um thank you all so incredibly much for taking your time today to give it back to to to us and to everybody who is uh benefiting from the work the purposeful project is doing to help a million startups in a very short amount of time uh thank you talia for hosting us and um that was i think for today unless you got anything else that you'd like to wrap up with 360 theme no just thanks very much for inviting us getting along i think it's been brilliant we enjoyed it good luck with your businesses yeah indeed yeah very good luck thanks mark thanks robert thanks amanda and thanks erica hopefully you're you're not you're with us eric because you're still quite whenever you go wobble the whole time to prove that you're there thank you very much
Original Description
Topics include:
- Corporate funding
- IP
- Fundraising
Speakers:
Daniel Walker, Founder Zegal
Robert Taylor, CEO & General Counsel at 360 Law Group
Elizabeth Ward Intellectual Property Specialist Solicitor - 360 Business Law
Erika Moralez-Perez, Corporate/Commercial Solicitor at Virtual In-House Solicitor
Find out more about our purpose at https://www.purposefulproject.com
Grab all Purposeful Podcast episodes at https://www.purposefulprojectpodcast.com
About The Purposeful Project
We invite an entrepreneur or change-maker to share their journey to success. For most, it’s never a straightforward one, and there’s much inspiration and learnings in the struggles they’ve been through along the way.
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