David Cykiert is a lawyer for food and beverage founders.
He specializes in venture capital and emerging growth (VCEG), doesn’t bill for calls, and he’s heard “I’ll just ask ChatGPT” more times than he’d like.
As a shareholder at Polsinelli Law Firm, he’s helped founders untangle everything from IP ownership to cofounder conflicts… the details that seem unimportant when you’re launching, and suddenly become very important when you’re raising money.
We talk about what a CPG business really needs on day one, what can wait, and why the lawyer is probably the one you wouldn't mind getting a beer with.
Everyone says “get a lawyer early.” Why?
A lot of founders end up choosing between a big law firm or their uncle who does labor and employment law. While that’s important, not every lawyer is equipped to help you think through the early structure of a venture-backed company.
The good news is that early-stage legal work is pretty repeatable. These structures have been built thousands of times. A good venture lawyer knows what investors will eventually ask for and can help you build those habits early.
For example, I had a client who thought they were issuing a post-money SAFE and modified parts of their old pre-money SAFE documents. They didn’t realize the changes needed to flow through the rest of the paperwork. Those are the kinds of avoidable mistakes that someone who has done this before can catch.
There’s a lot to gain at a relatively low cost by doing it early. There’s a lot to gain at a little cost by doing it early. And in the venture space, it’s usually earlier than you think. Venture lawyers are used to having open, no-strings-attached conversations up front, in a way other specialties just aren’t.
So how much does a CPG lawyer cost?
Getting a company off the ground (setting up the right structure, issuing shares, putting the basic documents in place) usually costs a few thousand dollars, including legal and filing fees. Some firms may get into five figures, but generally it’s in the four-figure range.
The goal of the early-stage organizational legal work is to build a foundation that’s solid. One that you can build upon, invest upon, and scale upon. And the nice thing about it is that it’s simple. Lawyers who work with startups know what investors will eventually ask for, and can help you put those things in place before they become problems.
I think about early-stage legal work less as a revenue opportunity and more as a trust-building opportunity. If the company is successful and grows, there will be plenty of complicated legal work and a million opportunities for lawyers to make money. But the early stage is about proving that the value you provide is worth far more than what shows up on the invoice.
How do I know if I have the right lawyer?
There are a million lawyers, that’s the truth. The good news is you get to pick the one that fits you. Find someone you like. Find someone who, when you pay the invoice, doesn’t make your skin crawl. Find someone you wouldn’t mind having a beer with.
The value of a lawyer isn’t just the documents they produce. Early-stage documents are increasingly standardized and can increasingly be assisted by AI. The real value is everything around them: the conversations, the judgment, the questions they ask, and the things they help you think through before they become problems.
If you don’t trust your lawyer, or you feel uncomfortable reaching out, you’re missing the biggest benefit of having one in the first place. Don’t be afraid to shop around, and don’t be afraid to leave if it’s not the right fit. The best lawyers aren’t there to tell you everything is a good idea. They’re there to help you make better decisions.
What legal documents do I need to get together?
There are a few documents every company needs from the beginning. You need to form the entity, set up the basic governance structure, and make sure ownership is clear. Those are the things that make the company real.
Then there’s the second layer: the things that make you investable. Making sure equity was issued properly, founders agreed that the company owns the IP they created, and anyone contributing to the business is protecting confidential information.
A lot of founders think these things are obvious. They’ll say, “Of course the company owns the recipe I helped create.” But legally, it’s not obvious. It needs to be documented.
I’ve seen situations where someone helped develop a product, never signed anything, and then years later the company is raising money and an investor asks, “Has everyone who contributed to this IP agreed that the company owns it?” Suddenly you’re trying to track someone down who moved overseas or convince someone to sign after they know the company has value.
How much legal is too much, too early?
A lot of lawyers think about companies from the end backwards. They’re used to seeing deals after everything has already happened. When every document needs to be perfect, every detail needs to be accounted for.
That mindset can sometimes lead early-stage founders to overbuild. I’ve seen companies with two founders, no outside investors, and no options already setting up structures designed for a company that’s years ahead of where they are.
The best early-stage legal advice is different. It should protect you from predictable questions investors will ask later, but still leave you flexible because you have no idea what the company will look like a year from now.
The opposite happens too. I’ve seen founders spend time and money building privacy policies, employment agreements, and complicated IP strategies before they even have a product.
The right amount of legal work is simple: solve today’s problems, prepare for the next step, and don’t accidentally close doors you haven’t even found yet. A startup goes through a million little stages. The goal isn’t to plan all of them; it’s to make sure you’re ready for the one in front of you.
What questions should I ask my lawyer?
A lot of founders think about the business in the immediate moment: How do I get this done? How do I get this person involved? How do I move faster?
A better question is: “How does this decision impact the company six months or a year from now?”
For example, we’ll often see founders bring on advisors early because someone seems like a great fit. But the value of an advisor changes as the company grows. Someone who is incredibly helpful at the beginning may not make sense as a long-term commitment. The value is having that conversation before you make the decision.
Which leads to asking your lawyer: “When should I actually be calling you?” A lot of founders hesitate to reach out because they assume every email, text, or phone call means another bill. But if your lawyer doesn’t know what’s happening inside the business, they can’t help you spot problems early.
And finally: “How does this impact me personally?” Lawyers represent the company, not necessarily the founder. Especially early on, those interests often overlap, but they aren’t always identical. Getting in the habit of asking both questions keeps you from overlooking something important.
How involved should my lawyer be?
The best legal advice happens when your lawyer actually knows what’s going on.
Founders are often good at filtering what they think is “important enough” to bring up. But sometimes the small things (the contractor who helped with something, the agreement you haven’t signed yet, the open supplier conversation) is exactly the thing that matters six months later.
I’ve gotten into the habit of emailing clients I haven’t heard from in a few weeks and just asking: “What’s going on?” It sounds simple, maybe even a little informal, but those conversations are incredibly valuable. A founder will often mention something they weren’t planning to bring to legal because it didn’t seem like a legal issue, and that’s where we can step in early.
Regular updates, ideally in a relationship where you feel comfortable reaching out, are one of the best ways to stay ahead of legal issues.
What are some situations where a founder should definitely have a lawyer?
The big one is just having the proper formalities in place early. Making sure everyone contributing to the company agrees the company owns the IP, and can rely on confidentiality. It’s funny to explain, but those protections are really just formalities. And that matters, because investors want to know the product they’re investing in is actually defensible.
The second thing: have the hard conversation about division of duties. Who does what, and how do you decide someone’s not performing? Founders often assume that if someone checks out, they’ll just fall off and disappear. But shares have already been issued to that person, so how does one founder subjectively decide the other isn’t pulling weight?
What we don’t want is a founder coming to us a year in, no lawyer in sight, saying “Frank’s not doing his job. How do I get his shares back?” The opposite problem is just as common: founders who want a buy-sell on day one, so if there’s a disagreement, one partner can just get rid of the other. My take is you shouldn’t have an easy out on day one either. If you started this together, you should actually have to fight it out.
Because the biggest disagreements almost always happen in the first few months. I won’t call them fights, but they move fast. And the founders who get forced through that early friction tend to be the ones built for the long haul.
Can’t I just use AI?
As AI creeps into the landscape, it's easy for founders to put a question in and get an answer that's academically solid but contextually meaningless.
A client called me the other day, I’d prepared an operating agreement for him, and I could tell right away he was reading straight off a ChatGPT summary. He come back questioning why an indemnity provision was so broad. He wanted to make it narrower. But when we talked through it, he realized the provision was actually there to protect him as an officer of the company.
That’s the challenge with AI. It can explain what a document says, but it doesn’t always know what side of the issue you’re on or what outcome you actually want.
That's the thing we're wrestling with now. It's easy to get a canned reply. My professor in law school used to say the same thing: canned answers are easy to come by. Nuance isn't.
What’s changed in the legal landscape for CPG brands?
One thing we’re seeing more of is founders thinking seriously about patents. Historically, a lot of CPG protection has centered around trademarks: owning the brand name. But as the category gets more sophisticated, founders are asking a different question: Is there something about the product itself that can actually be protected? That could be a manufacturing process, a combination of ingredients, a nutrient delivery system, or something else that creates a real advantage.
We’re also seeing founders underestimate the legal side of social media. People launch sweepstakes without knowing the state-by-state rules. People let others post about them without realizing there are FTC concerns. Building a real strategy isn’t about likes and views; it’s about not getting sued, and not having to list a dozen exceptions in your reps and warranties when investors come knocking.
We saw an M&A deal recently where a client had been using a TikTok account set up before the platform's commercial licenses existed. So they didn't have proper rights to some of the music they'd used. That became a real issue in the deal, because if any rights owner ever pushed back, the client was exposed, and it changed the terms of the agreement.
We're not trying to dump social media policy on you before you need it. But it's worth having in the back of your mind, so when you're ready to expand your presence, you know it's time to come back to us.
