Startup Lawyer — Specialized Legal Counsel for Founders
A startup lawyer is not a generalist who has worked with a few startups. It's a specialist who understands VC mechanics, cap table math, how institutional investors think, and what founders need to move fast without creating legal problems that surface later. That's what we do.
Full-stack startup legal
- Entity formation: Delaware C-Corp, Argentine SAS, Cayman structures
- Founders agreements, equity splits and vesting schedules
- Proprietary Information and Inventions Assignment (PIIA)
- Fundraising: SAFE, convertible notes, Series A/B documentation
- Cap table design, ESOP plans and option grants
- Commercial contracts: SaaS agreements, enterprise deals, vendor contracts
- Intellectual property: trademark, trade secrets, copyright, data rights
- Corporate governance: board structure, shareholder agreements, resolutions
- International expansion: Delaware Flip, subsidiaries, cross-border structures
- M&A: sell-side support, due diligence, SPA negotiation and closing
Stages we cover
Entity formation, founders agreements, IP assignment, first hire contracts and early investor documentation. Getting the foundation right before you build on top of it.
Institutional fundraising, governance buildout, complex cap table management, enterprise contracting and international expansion. Legal infrastructure that scales with the company.
M&A sell-side advisory, strategic partnerships, secondary transactions and liquidity events. Maximizing value and protecting founders through transactions.
Why Kaplan
Carlos Kaplan trained at Fenwick & West in Silicon Valley — the firm that structures deals for the world's leading VC-backed startups. We bring that standard to founders in Argentina and LATAM.
We cover the full spectrum of startup legal needs — not a firm that specializes in one area and refers everything else out. One team with cross-border expertise from formation through exit.
We operate at the speed of deals, not the speed of a traditional law firm. Fixed fees, defined scopes, fast turnarounds — and a GC model that integrates into your operations for ongoing coverage.
Frequently asked questions
What does a startup lawyer do?
A startup lawyer advises founders on the legal decisions that affect the company's ability to grow, raise capital and execute transactions. This includes: choosing and structuring the right corporate entity; drafting founders agreements with vesting to protect against early departures; ensuring IP is properly assigned to the company; negotiating and closing investment rounds (SAFEs, notes, priced rounds); advising on commercial contracts and enterprise deals; managing governance as investors come in; and supporting international expansion or M&A. A startup lawyer is different from a general commercial lawyer — they understand VC mechanics, cap table math and the speed at which startups operate.
When should a startup hire a lawyer?
The most costly legal mistakes happen at the beginning: co-founders who split equity without a proper agreement, contractors who build IP without assigning it, companies that incorporate in the wrong structure for their goals. The right answer is: before you sign anything significant, before you take money (even from friends and family), and before you bring in your first employee or contractor. A small investment at formation stage prevents expensive cleanups during due diligence. For ongoing support, the signal is when legal tasks start competing with product decisions for founder time.
How much does a startup lawyer cost?
Startup legal work is typically priced one of three ways: project-based (flat fee for a specific deliverable, like Delaware formation or a SAFE round), hourly (common for traditional firms, less predictable), or monthly retainer (for ongoing GC coverage). We work primarily with project fees and monthly retainers — no hourly billing that creates uncertainty. Delaware C-Corp formation typically runs $3,000-$8,000. A seed round on SAFEs runs $3,000-$6,000. Monthly GC retainers scale with volume, typically starting around $1,500-$3,000/month for early-stage startups. We disclose fees upfront before any engagement.
What legal documents does a startup need from day one?
The foundational documents every startup should have at formation: (1) Certificate of Incorporation / articles of incorporation — the entity itself; (2) Founders equity agreements with vesting (RSAs in a C-Corp); (3) PIIA — Proprietary Information and Inventions Assignment — every founder, employee and contractor signs this to assign IP to the company; (4) IP assignment from founders for pre-company work; (5) Bylaws or operating agreement; (6) Initial Board/organizational resolutions; (7) Cap table. These documents create the legal foundation that everything else — fundraising, hiring, contracts, M&A — gets built on top of.
Talk to a startup lawyer
Tell us your stage, current legal setup and the transaction or challenge you're facing — we'll come back with a concrete approach.
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Tell us your stage and what you need — we'll design the right legal approach for your startup.