From idea to market: what you need to know to get started

Creating a start-up goes far beyond having an innovative idea. Although initial enthusiasm may drive you to launch a project quickly, the first steps are often marked by a recurring risk: postponing essential legal issues until later. This practice, common among entrepreneurs who fully trust their partners or prioritize agility, generates many of the conflicts that delay or even paralyze the growth of start-ups.

Cristina Villasante, partner of TMT/IT at ECIJA, identifies this pattern as one of the main blind spots of the entrepreneurial ecosystem:

"Start-ups often arise from an idea shared by several people who trust each other,
 and this trust leads to legal matters being postponed until later."

According to Villasante, this approach can have significant consequences. The legal structure defined during the first months determines future governance, protection of intangible assets, and the company's actual ability to attract investment or close business deals.

Protection of intangible assets: the critical first step

Villasante explains that one of the most common mistakes is not identifying, from the very beginning, the key intangible assets of the project —software, brand, technological base, know-how, business models— nor establishing appropriate means to protect them.

A successful strategy combines:

• Well-drafted contracts (confidentiality, rights transfer, intellectual property)
• Trademark and patent registration where appropriate
• Notarial deposits or registration at the Intellectual Property Registry for software and technical documentation.

"Early protection avoids litigation and increases the company's value in the eyes of investors," emphasizes the partner of ECIJA.

Organizing the relationship between founders

Another crucial aspect is the partnership agreement. For Villasante, postponing its signature is one of the most common structural errors:

"The agreement between partners must ensure good corporate governance and define how strategic decisions will be made."

Among the clauses that cannot be omitted are:

• Composition and functioning of the governing body
• Reserved matters and veto rights
• Exclusivity and non-competition
• Vesting mechanisms to prevent a founder who leaves the project from retaining a significant percentage.

The appropriate legal structure

Choosing the corporate form also influences the project's growth capacity. Villasante points out that, in most technology initiatives, the correct setup of the company and contracts from the outset avoids future problems and provides a safe framework for both founders and potential investors.