General lawyers look at the law. Startup lawyers look at the business.

Startups move fast, and speed in decision-making is critical. However, in that process, legal review is often overlooked.

Typical examples include shareholder agreements, equity structure design, and the allocation of rights and responsibilities among co-founders. If these issues are not properly addressed at the outset, they are highly likely to lead to disputes later on.

In particular, where disputes arise between shareholders, matters such as excluding a specific shareholder or recovering shares must be structured through a shareholders’ agreement rather than the articles of incorporation. Including provisions in the articles of incorporation that allow for the expulsion of a shareholder and the refund of contributed capital would be void, as such provisions violate the prohibition against a company acquiring its own shares under the Korean Commercial Act.

At this stage, the role of a startup lawyer goes far beyond simply drafting documents. It extends to designing a structure that also takes into account future fundraising and the protection of management control.

If the initial structure is set up incorrectly, a business built over years can collapse in an instant. This is never an issue that should be taken lightly.

Once the business reaches a certain stage of development, legal issues relating to contracts, employment and labor, and intellectual property begin to surface in earnest.

Matters such as investment agreements, including SAFEs and RCPS arrangements, terms of service, and personal data compliance are all directly tied to the credibility of the company.

In particular, with the recent increase in business models operating near regulatory boundaries, such as virtual assets, platform businesses, and referral structures, the importance of sound legal judgment has become even greater.

In this process, a startup lawyer does not merely respond after a problem occurs. Rather, the lawyer’s role is to identify and block risks in advance.

It must be clearly understood that responding after a problem has already arisen will require significantly more time and cost.

In the fundraising process, whether the company has undergone proper legal review can directly affect its valuation.

Investors closely examine the structure of contracts, the corporate governance framework, and risks arising from existing agreements. Even a small legal issue can cause an investment to fall through.

In addition, if conflicts arise between co-founders, disputes occur among shareholders, or control of the company becomes contested, the result can vary greatly depending on the initial legal structure and the response strategy adopted.

However, where management attempts to defend control of the company by issuing new shares to a third party, such action may be deemed invalid if it unlawfully infringes upon existing shareholders’ preemptive rights under the Korean Commercial Act. Accordingly, any defensive strategy must be established within a legally permissible framework.

At this stage, the strategic involvement of an experienced startup lawyer can go beyond simply resolving disputes and may determine whether the company itself survives.

For this reason, Decent Law Firm provides integrated advisory services covering the entire process, from company formation to fundraising and dispute response.

In particular, we have experience in areas that are often difficult for general law firms to handle, including virtual assets, global investments, and overseas expansion structures. Our approach goes beyond legal review alone and focuses on designing the business structure itself in a way that supports practical growth.

More importantly, we have seen countless companies that worked with us from the early stage go on to grow in a stable and sustainable manner.

If you are preparing to launch a business or are already operating one, the decisions you make now may determine the course of the next several years.

Before it is too late, this is the time to reduce uncertainty and establish a safer foundation for growth with the support of a startup lawyer.