Recently Lexia’s Marko Moilanen had the honor of running an Expert Hour on IP fundamentals for VC-backed companies with Gorilla Capital and their portfolio teams.

A recurring theme from the discussion was clear: IP issues rarely stop day-to-day operations, but they often decide deals. They tend to resurface later, when leverage is gone, typically during due diligence in major funding rounds or exit processes.

IP as enterprise value, not a compliance task

For venture-backed companies, IP defines what the company actually owns and whether growth is defensible or copyable. Weak or unclear IP reduces leverage in negotiations and can affect valuation, deal structure, and closing conditions. Think of IP as part of the company’s balance sheet.

Examples of what IP looks like in practice:

• Software code and architecture

• Algorithms, models and methods

• Data sets and training data

• Product design and UX

• Internal processes and documentation

• Company and product names, domains etc.

Not everything needs registration, but everything needs ownership. Ownership is rarely assumed correctly.

Where the risks usually are

In practice, the recurring red flags are not exotic. They are often preventable issues that were simply postponed:

• Unclear ownership chains, especially where core code or inventions were created by founders, employees, or freelancers without proper assignments.

• Open-source and licensing issues that determine what you can build, sell, and scale.

• FTO in EU SaaS, which is often about license scope and data rights , and becomes visible only once the company scales.

The goal is informed risk management, not zero risk. If IP is not discussed at board level, it will be discussed during due diligence.

IP through the investor’s lens

Investors look for a clean ownership chain, manageable and understood risks, and clear alignment between IP and the business strategy. They also want to see that the company is scalable and exit-ready, meaning the IP package will withstand deeper due diligence in later rounds and transactions.

In practice, IP is both downside protection and upside optionality. It reduces deal-breaking surprises, while keeping strategic options open as the company grows. Predictable downside means risk is capped, priced and allocated.

Three concrete steps stood out for portfolio companies:

1. Map existing IP assets and dependencies

2. Secure ownership and key rights

3. Identify and manage the biggest IP risks early

If you are scaling a company or sitting on a board and IP has not been a management topic yet, it probably should be. At Lexia Attorneys, we help founders, boards and investors to make sure IP supports growth, fundraising and exits.

Senior Associate Marko Moilanen,

email: [email protected]

tel: +358 40 517 0002