Gather Existing IP Cap Table and Legal Inputs
Audit and assemble all pre-spinout documentation, including studio contribution logs, historical IP creation records, initial cap tables, and contractor agreements. The founder verifies that all underlying software, brand assets, and operational inputs are legally chain-of-titled without missing signatures or ambiguity.
Assembling verified legal inputs creates a clean evidentiary baseline required for corporate incorporation and asset transfer. It eliminates hidden ownership liabilities and ensures third-party investors can complete clean due diligence.
Compile a verified legal inventory containing executed IP assignment deeds, contractor agreements, cap table historical ledgers, and evidence of prior resource usage. Demonstrate that all codebase contributors and designers have formally assigned their rights.
Five questions an expert would ask when reviewing your output
Use these to challenge assumptions, pressure-test your logic, and check the quality of this action's output in the context of the parent task and wider venture development.
- 1
Are all software codebase commits, design files, and brand assets backed by executed IP assignment agreements from every historical contributor?
- 2
What pre-existing studio resources or external grants were utilised, and are there any encumbrances attached to those funds?
- 3
Have all co-founders and early employees formally confirmed their historical equity promises and status in writing?
- 4
What contingent liabilities, advisory equity promises, or informal agreements exist that could dilute the post-spinout cap table?
- 5
How do you demonstrate that no university, former employer, or corporate incubator retains a valid legal claim over the core IP?