Recap: Startup Legals and protecting your Intellectual Property

On March 9th 2017, the McGill Dobson Center for Entrepreneurship hosted Philippe – Olivier Daniel, lawyer at podlegal, and Jeremy Brisset, associate lawyer at Osler, Hoskin & Harcourt LLP to speak about Startup Legals and Protecting your IP.

Maher Ayari, President of the Student Executive Team for the McGill Dobson Center for Entrepreneurship began by giving a short introduction to the topic of Legals and Protecting your Intellectual Property and our speakers for the night.

Philippe – Olivier Daniel, lawyer at podlegal, speaking about Startup Legals.

Our first speaker of the night, Philippe-Olivier Daniel, whose expertise lies in business law and intellectual property, began by explaining the basics of the role of the law in a startup. Through his presentation he discussed the roles of shareholders, the different forms of funding, the legal implications of having an online business, legal liabilities involved in a startup and venture capital investment.

As Philippe explained, shareholders are the people who have a right to vote, dividends and plus value. When starting a business the first place to start is by having a unanimous shareholder agreement, similar in ideology to a pre-nuptial agreement, to deal with potential unforeseen circumstances with the shareholders of the company. Following that, he spoke about the equity funding and debt funding. Equity funding is the shareholder’s stake in the company. The advantages are that when more shares are bought it is ready to use money that is not necessarily yours. However, the negatives are that you own a little less of your own business. Debt funding is more secure levels of financing. Examples of these include loans and convertible debt products.

As many of the businesses in the room aimed at taking their product or service to an online platform as well,  Philippe discussed the implications of the online legal world. New founders need to keep in mind that their product or service might not be legal worldwide. Each country has a different legal system and they need to ensure to keep in line with the legal requirements of the markets the business is going to expand into. He finished his presentation by advising entrepreneurs to have a conversation with a legal expert once the business has built up a little bit of traction and is at a relatively stable state.  

Jeremy Brisset, associate lawyer at Osler, Hoskin & Harcourt LLP , speaking about Intellectual Property Protection.

Our second speaker of the night Jeremy Brisset, whose expertise lies in corporate law, expanded on the topic of intellectual property. He began with an explanation of the common issues that start-ups face, then the details of intellectual property and finally ended with a thorough breakdown of the types, concepts and finally forms of IP protection.

Jeremy emphasized the need for a continually adjusted legal framework to the business right from the beginning. This will be important when the founders want to sign that first seed funding or the first agreement. A good legal start would to have a shareholder’s agreements, director indemnification agreements, subscription agreements and resolutions, employment agreements, ESOP, CIOPP, Assignment Agreements and NDAs. He then went into detail about Intellectual Property protection. Although an idea is not protectable, the manifestation of that idea in a material form is. He explained the various material forms the protection of IP could take; this included patents, industrial design, trade-marks, copyright and trade secrets. He ended his presentation with the guidance that though Intellectual Property protection might be a huge initial investment, it is critical for the safety of your business idea.

We ended our evening with Maher Ayari suggesting some great startup resources such as Startup Stash and the Compass Startup Legal Clinic

The Compass Startup Legal Clinic strives to provide valuable legal information to entrepreneurs who would otherwise be unable to obtain or fully comprehend the implications of such information, and, at the same time, create a practical learning environment for participating McGill law students.

Sharanya Venkatesh

Sharanya Venkatesh is a U3 Geography and Social Entrepreneurship student at McGill University. Being a new member to The Dobson Chronicles team, she looks forward to learning more about the startup community at McGill and in Montreal.