Role: Business Attorney
Role: Business Attorney
Phase: 1 — Business Foundation Engagement type: Contract / Advisory (1–3 sessions) Budget: $500–$1,500 When to engage: Month 1, before anything else Status: Not yet engaged
Why This Role Matters
Actual cannot legally accept charter partner money, enter contracts, or protect IP without a valid legal entity. This is the first gate. Everything downstream — patent filing, charter partner agreements, bank accounts, contractor agreements — requires the LLC to exist first.
This is not a complex engagement. The attorney’s job is:
- Form the Georgia LLC correctly
- Review the operating agreement
- Advise on what the charter partner agreement needs to cover
- Identify any product liability or data privacy exposure before the pilot
Missing this step creates personal liability for the founder and exposes the company to disputes that have no clean resolution mechanism.
Scope of Engagement
Deliverables Expected
- Georgia LLC formation (Articles of Organization filed with Georgia Secretary of State)
- EIN obtained from IRS
- Operating agreement (single-member LLC, founder as sole member)
- Brief memo on Georgia location tracking and worker data disclosure requirements
- Review of charter partner pilot agreement draft (see role 06)
- Optional: contractor agreement template for firmware and backend developers
What Is NOT in Scope
- Patent work (see Patent Attorney, role 02)
- Employment law advice
- Ongoing legal retainer
- Corporate restructuring
What to Ask For
When contacting an attorney, use this framing:
“I’m forming a single-member Georgia LLC for a hardware plus software startup. I need the entity formed, an EIN, a basic operating agreement, and a one-time review of a pilot agreement I’ll be sending to my first customer. I also have a quick question about worker location tracking disclosure requirements in Georgia. What does this cost and how long does it take?”
Do not over-explain the product. You need a business formation attorney, not a startup advisor.
Where to Find
Priority 1 — Atlanta-based small business attorney Search: Georgia State Bar directory, filter by Business/Corporate. Ask for referrals from your accountant, banker, or any Atlanta-based founder you know. Target: Solo practitioner or small firm. Avoid big firms — they charge associate rates for commodity work.
Priority 2 — LegalZoom or Northwest Registered Agent LegalZoom Georgia LLC formation: ~$79 + state fees (~$100). Adequate if budget is the binding constraint. You still need a human attorney to review the charter partner agreement before the pilot.
Priority 3 — Atlanta SCORE chapter Free mentorship with retired attorneys and business advisors. Can review documents and point to affordable counsel. Not a substitute for actual formation work.
Budget Breakdown
| Task | Low | High |
|---|---|---|
| LLC formation (attorney-assisted) | $300 | $800 |
| Georgia state filing fees | $100 | $100 |
| Operating agreement review | $0 (included) | $300 |
| Charter partner agreement review | $100 | $300 |
| Total | $500 | $1,500 |
LegalZoom self-service path: ~$180–$250 total, but you still need a human to review the charter agreement. Budget $300–$500 for that separately.
Exit Gate
This role is complete when:
- Georgia LLC is registered and Articles of Organization are on file
- EIN is issued by IRS
- Business bank account is open (bank requires LLC docs)
- Operating agreement is signed and stored
Do not proceed to Phase 2 spending without a separate business bank account. Commingling funds is a personal liability risk and creates accounting problems.
Known Risks
Risk: Founder delays legal formation to focus on product. Result: All pre-formation spending is personal, not business. Patent filing becomes more complex. Charter partner money has nowhere clean to go. Mitigation: Do this first. It is a 2–4 week process at most. Start it immediately.
Risk: Founder uses a generic operating agreement template without review. Result: Gaps in IP ownership assignment, no dispute resolution language, no indemnification clause for the charter partner agreement. Mitigation: Pay for the review. One bad clause in a charter agreement costs more than the attorney fee to prevent it.