Note: Only professionals certified to work in the UK with appropriate business cover and experience should apply.
We are seeking an experienced legal professional with a strong background in UK employment law, startup agreements, and cryptocurrency/token-based compensation structures to review and potentially amend a set of contractual documents. The contract and two supplemental documents total under 9,000 words and address work classification (employee vs. contractor), equity/token ownership, and distribution of rights in a technology-focused startup.
Context and Objectives Primary Contract & Supplements The main agreement relies heavily on token/equity compensation. Two supplemental letters detail equity options and token awards, referencing vesting schedules, good/bad leaver provisions, and board discretion.
UK Regulatory Framework Must ensure compliance with IR35 and HMRC requirements for PAYE/NIC. Clear delineation of tax liabilities and classification (employee or contractor) is crucial.
Startup-Focused Requirements The documents should address vesting schedules, IP ownership, confidentiality, and be flexible for future funding, structural changes, or additional hires.
Crypto/Token Compensation We need clarity on token generation, vesting triggers, tax treatment, and any disclaimers or risk disclosures related to crypto assets.
Scope of Review and Deliverables Clause-by-clause Analysis Identify ambiguities or contradictions around work status, IP ownership, and confidentiality.
IR35 and Employment Status Guidance Assess if the contract aligns with UK contractor/employee rules. Suggest changes to reduce misclassification risk.
Vesting & Token Structuring Evaluate fairness, feasibility, and potential pitfalls in the vesting mechanics. Review good/bad leaver provisions.
Tax Position and Liabilities Clarify responsibilities for PAYE, NIC, and any other levies. Advise on structuring token/equity awards to minimize risk.
Redlined Amendments Provide updated drafts or rewritten sections to ensure compliance and meet business objectives.
Written Recommendations Summarize key concerns and enhancements in a concise memo or executive summary.
Key Focus Areas Work Classification & IR35 Adjust definitions or terms to reflect correct status, highlight potential issues for crypto payments.
Equity & Token Vesting Confirm enforceable schedules, clear good/bad leaver outcomes, and consistency across the team.
Intellectual Property & Confidentiality Ensure the company’s rights are protected; align clauses with industry standards and remote-work data protection.
Restrictive Covenants Verify non-compete and non-solicitation clauses comply with UK law and are proportionate.
Taxation of Tokens & Equity Identify potential UK tax implications, including any reliefs, and ensure robust disclaimers or indemnities.
Future Amendments & Consistency Include mechanisms to update terms if the company’s structure or token offerings change. Clarify whether more favorable terms for new hires apply to existing team members.
Required Qualifications Legal Expertise: UK-qualified solicitor or barrister with experience in commercial/technology startups. Crypto & Startup Familiarity: Demonstrable background in token-based compensation. IR35 & Employment Law: Proven track record of navigating UK contractor vs. employee status. Contract Drafting Skills: Ability to produce clear, succinct language balancing legal and business interests. Timeline and Process Phase 1: Initial Review Read existing contract and supplements; provide an initial findings report. Phase 2: Amendment Proposals Draft redlined documents or recommended clauses; summarize changes in a memo. Phase 3: Finalization Work with the client to finalize the documentation; deliver legally compliant, business-ready versions. Please submit your proposal detailing relevant experience (including IR35 and crypto/token awards), availability, estimated timeline, and fee structure. If you’d like to inspect the original documents, let us know.
We look forward to collaborating with a qualified professional who can ensure a robust, compliant agreement that meets our objectives.
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