Your first institutional raise.
Investors will ask who owns the IP, who controls the entities, and what happens if a founder leaves. You want clean answers before diligence starts.
PRACTICE 01 · STRUCTURE : LEGAL ENGINEERING
Legal structure, designed like a system.
Entities, agreements, and governance usually get drafted one document at a time. We design them as one architecture, so the structure still holds at your next raise, your next jurisdiction, and your first serious diligence.
THE DIFFERENCE
Lawyers draft documents. We design the system the documents describe.
Traditional legal work is reactive and document-shaped. A new investor arrives, so someone drafts a side letter. A new market opens, so someone forms an entity. Each piece is correct. Over time, the whole stops making sense.
Legal engineering starts from the other end. We map how ownership, control, money, and IP should flow across the business, then design the entities and agreements that make it so. Where it helps, the rules get encoded into software, so governance is enforced, not just written down.
Document by document
Designed as a system
Entities added as needs arise
Entity map designed for where you're going
Agreements negotiated in isolation
Agreements that reference and reinforce each other
Governance lives in a PDF
Decision rights defined, documented, and where useful, enforced in code
WHEN PEOPLE CALL
The structure usually breaks at a moment like this.
A second jurisdiction.
Expanding, adding an SPV, or onboarding foreign investors, and the original structure wasn't built for it.
IP scattered across people and entities.
Contractors, early collaborators, or a prior company still hold pieces of what you're building on.
Software that acts for the company.
AI agents or smart contracts make commitments, and nobody has defined what they're authorized to do.
Recognize one of these? Book a call
DELIVERABLES
Three layers of structure. Each one documented.
01 /
Entity & SPV architecture
WHAT IT IS
A map of every entity, who owns it, who controls it, and why it exists. Holding companies, SPVs, and cross-border vehicles designed around where the business is going.
WHAT IT PREVENTS
Structures that investors have to untangle before they'll commit.
02 /
Agreements & IP chain of title
WHAT IT IS
Founder, contractor, and commercial agreements that assign IP to the right entity, and reference each other so nothing falls between them.
WHAT IT PREVENTS
The diligence finding that a key piece of IP belongs to someone else.
03 /
Governance & regulatory map
WHAT IT IS
Who can decide what, at which entity, with whose approval. Mapped against the regulatory regimes that apply in each jurisdiction.
WHAT IT PREVENTS
Authority disputes, and regulatory exposure nobody noticed until it was expensive.
DELIVERY
Clarity at every gate.
Nothing moves to the next phase until you've approved the last one in writing.
01
Map
We document what exists today: entities, ownership, agreements, IP, and decision rights. You get a current-state map and a list of the gaps that matter most.
APPROVAL GATE
You approve the map.
02
Design
We design the target structure and the path to get there, with tradeoffs on cost, tax, control, and timing laid out plainly.
APPROVAL GATE
You approve the design, after counsel review in each relevant jurisdiction.
03
Implement
Entities formed, agreements executed, governance documented, and everything handed over in a form your investors and auditors can follow.
APPROVAL GATE
You sign off on the final record.
Guardrails, built in.
Licensed counsel reviews every design in each jurisdiction it touches. Ownership, substance, and decision authority are documented, not assumed.
ONE ARCHITECTURE
Legal structure is the foundation the other three stand on.
Capital Formation
Investors price what they can understand. A clean entity map and IP chain of title shorten diligence and protect valuation.
RWA Tokenization
Every token sits on a legal wrapper. The SPV, investor eligibility rules, and custody arrangements are designed here first.
AI Automation
When agents act for the company, their authority has to come from somewhere. Governance designed here defines what they're allowed to do.
Delivered into the tools you already use. Entity records, executed agreements, and governance documents land in your entity-management platform, contract system, and data room, organized for diligence.
WORK
Legal engineering, in the literal sense.
AgentCorp
A formation protocol that gives each AI agent its own Delaware Series LLC. Authority, liability, and governance defined for software that acts on its own.
Book a call about a similar structureAgent compliance middleware
Open-source middleware that encodes Delaware corporate law into the decision path of AI agents. Every action checked against the rules, every decision written to a hash-chained evidence log.
Book a call about a similar structureCross-border investment platform
A multi-jurisdiction SPV architecture connecting investment mandates, asset ownership, and institutional reporting. A representative design, not a reported client outcome.
Book a call about a similar structureCommon questions
YOUR NEXT INFLECTION POINT
Get the structure right before someone else checks it.
Thirty minutes is usually enough to find the gap a diligence team would find first.
Book a structuring call Founder-led · Free · No obligation