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Katz & Associates / Before the business launches
Formation is one step. Before you sign, hire, or launch, check ownership, authority, created work, worker terms, and the permissions your activity needs.
Check the commitment before making it
A startup can take on legal duties before its first sale. A founder may sign a lease or promise an ownership share. They may hire a developer or add a team member while key terms are still unclear.
Use these five questions to identify what needs review before the next commitment. They are not a ranking of the most common mistakes or a complete legal checklist. Florida business counsel can help connect the answers to your actual business.
Question one
A founder conversation is not a substitute for clear terms. List the owners and what each will put in. What share will each receive? What happens if someone does not provide the promised work or money?
Who runs the day-to-day work? Who makes big decisions? Discuss tie votes, new owners, and exits. Friends can agree on the product and still have different views about how to sell the business or remove a manager.
Choose the legal structure and tax treatment as separate but coordinated questions. An LLC and an S tax election do different jobs. Our business structure guide explains that distinction.
Limited liability is not a promise that all personal assets are protected in every situation. Florida’s LLC statute limits liability based solely on being a member or manager; personal promises and conduct need separate review.
Question two
Before signing a lease, loan, supplier order, or customer contract, check the actual party and signing capacity. Is the business formed? Is the signer authorized? Is anyone also giving a personal guarantee?
Read payment, performance, renewal, and exit terms together. A low monthly price may not tell you the full commitment if the agreement renews automatically or makes early termination costly.
For a focused review, use our contract stress test. Ask how the agreement handles late work, extra work, missed payments, and ending the relationship.
Do not assume a later filing fixes an earlier signature. Tell counsel about contracts already signed in a founder’s name. Forming the business does not by itself settle who is bound.
Question three
Find the records for work created by founders, employees, freelancers, and agencies. Having the files or paying the invoice may not establish the business’s ownership of the rights.
The Copyright Office’s work-made-for-hire guidance distinguishes employee work from limited categories of commissioned work. Do not assume a broad “work for hire” label transfers every right you need.
Ask whether a written transfer or license is needed, what each party may reuse, and whether third-party material has separate terms. Check the brand before investing heavily in it; entity and domain registration are not the same as trademark clearance.
Our intellectual-property inventory helps organize the asset, creator, and evidence of rights.
Question four
Before someone starts, review the actual working relationship, pay, duties, supervision, and access to company information. Calling a person a contractor does not settle their legal status.
For federal employment taxes, the IRS classification guidance looks at evidence of control and independence. That tax analysis is not a universal answer to wage, unemployment, or workers’ compensation rules.
Ask which onboarding, work-authorization, wage, tax, insurance, and recordkeeping duties apply. Do not assume a payroll or staffing vendor has taken over every duty. Check who does each task and what records you will keep.
Use work terms that fit the role. Confidentiality, ownership, restrictions, and departure duties need individual review, not a packet copied from an unrelated company.
Question five
Sunbiz formation is not the same as permission to conduct every activity at every location. Licensing, zoning, taxes, professional rules, and local requirements can be separate questions.
The state’s Guide to Starting a Business in Florida identifies state, local, and federal licensing layers. Check the actual product, service, premises, and jurisdictions rather than relying on a generic list.
Put required filings and renewals on a calendar. Name a person to handle each one. Save proof of completion. A reminder is useful only if someone checks whether it applies and follows through.
When the business grows or changes, check the plan again. Our growth-trigger compliance guide focuses on changes that should prompt another review.
A before-you-commit worksheet
Add a person and a due date tied to the planned commitment. This is a planning aid, not a certificate that the startup is compliant.
| Before you commit | Record or decision to confirm |
|---|---|
| Promise an ownership interest | Contribution, ownership, control, and exit terms. |
| Sign for the business | Correct party, authority, personal guarantees, and full terms. |
| Pay for created work | Creator, rights transfer or license, and third-party permissions. |
| Bring someone onto the team | Actual work relationship, pay, onboarding, and assigned duties. |
| Open or launch an activity | Applicable permissions, registrations, and recurring obligations. |
For each row, note what remains unknown and who will obtain advice or records. Missing information is a task to resolve, not proof of wrongdoing.
Review the next real commitment
Bring the proposed activity, owners, contracts, and questions to Katz & Associates. Discuss which issues need attention first.
Common questions
Not necessarily. Formation, licensing, location permissions, tax duties, contracts, and employment obligations are separate checks.
No. Owners, work, property, and risks differ. Use the questions to find needs. Do not assume five fixed forms solve them.
Gather the actual records and explain what happened. Ask what duties already exist and what you can do next. Do not rewrite the facts or backdate documents.
About the author
By Katz & Associates. Published by Katz & Associates Law Firm.
This is general information, not a complete compliance or formation checklist.
Sources checked October 26, 2026. The five questions are selected planning priorities, not measured rankings of legal mistakes.
