The legal life of an NZ company,
in a single thread.
Scroll through 18 months of legal work — incorporation, contracts, hiring, fundraising, restructures, and the compliance you’d have forgotten about. Every action below is something the AI actually does, end-to-end.
Welcome aboard. I’ve incorporated the company and prepared the founder paperwork.
NZ company incorporated · NZBN issued
Companies Office · 9 min
Founders’ Agreement
3-way, 4yr vest, 1yr cliff
Constitution & Shareholders’ Agreement
Standard NZ pre-seed
Cap table v1
Founders + 10% option pool
Read it. Three risks worth flagging, one I’d push back on hard. Redlines and the email back to their counsel are ready.
Indemnity clause 11.2 is uncapped
Market: capped at fees paid
MSA auto-renews for 24 months
Market: 12 mo with 30-day exit
Redlined MSA + fallback positions
Negotiation playbook attached
Email to counterparty’s counsel
Tone: collaborative-firm
Their counsel will probably accept (1) and (3) and push back on (2). I’ve drafted your fallback for that.
Employment package is ready. I can file the IRD and KiwiSaver paperwork directly when you confirm.
Employment Agreement
Includes 90-day trial period
Option grant + board resolution
0.5% from option pool · 4yr vest
IRD employer registration
Filing on your approval
KiwiSaver enrolment forms
ACC notified
90-day trial only applies to employers with under 20 staff. You qualify — but it must be agreed before the start date.
Heads up: your annual return is due in 12 days, and there’s a director consent outstanding. I’ve drafted both — review and I’ll file.
Annual return
Companies Office · pre-filled
Director consent & resolution
Co-founder #2 · share allotment
GST return submitted
Pulled from Xero · 3 days early
Read it against NZ market norms. Two non-standard terms worth pushing back on. Drafted the response email and a side-by-side comparison.
Full-ratchet anti-dilution
Market: broad-based weighted avg
2x participating liquidation pref
Market: 1x non-participating
Counter term sheet + rationale
With market data citations
Email to lead investor
Plus fallback positions
This one’s above my pay grade for negotiation strategy. I’ve briefed three vetted NZ VC lawyers and have fixed-fee quotes ready when you’re ready to escalate.
Restructure mapped. I’ve set up the IPco, drafted the IP assignment and inter-company licence, and prepped the trust.
IPco incorporated
Holdco as 100% shareholder
Family trust deed
Discretionary · two trustees
IP assignment + inter-co licence
Arm’s length · 4% revenue royalty
Transfer pricing implications flagged
Recommend tax counsel sign-off
Restructures of this size deserve a 30-min check from a tax specialist. I’ve briefed two on standby, fixed quote $480.