Checklist
The Legal Health Check
The questions a fractional general counsel asks in the first week, grouped across corporate, contracts, employment, intellectual property, and compliance.
Twenty-seven questions in five groups — corporate housekeeping, contracts, employment, intellectual property, and compliance — in the order a fractional general counsel works through them in week one. The answers, not the questions, become the ninety-day plan. The list reflects the position as of July 2026.
- 01Ask who holds the SECP eZfile credentials and the digital-signature tokens — in too many companies the answer is a consultant who left last year.
- 02Establish who can bind the company — which signatures commit it to a contract, a cheque, a filing — and write the authority matrix if nobody can answer.
- 03Ask whether the board actually meets, or whether minutes are drafted afterwards to paper decisions already taken — then ratify the backlog deliberately, not silently.
- 04Map the whole group: the dormant single-member company, the founder's sole proprietorship still invoicing old clients, and how money moves between them.
- 05Ask whether any shares have changed hands informally — a transfer agreed over WhatsApp and never stamped or registered is a dispute on a timer.
- 06List the ten contracts whose loss would end the year badly, and read them for term, renewal, termination, and exclusivity before reading anything else.
- 07Ask where signed contracts live — if the answer is 'in email', the first deliverable is a contract register.
- 08Check which relationships are running on expired agreements, unsigned drafts, or a chain of purchase orders nobody has read together.
- 09Read the company's standard template once, hard — every deal signed on it inherits its liability, indemnity, and payment defects.
- 10Ask which customers negotiated special terms, and whether anyone tracks the deviations or they live in the salesperson's memory.
- 11Identify contracts under foreign law or foreign-seat arbitration and ask whether the company could realistically afford to enforce them.
- 12Ask which staff have no signed contract at all — then ask again, because the first answer is usually optimistic.
- 13Check whether the 'consultants' work fixed hours, at company premises, under supervision — in substance that is employment, whatever the invoice says.
- 14Ask how the last three departures were handled and pull their files — the exit paper trail predicts the next labour dispute.
- 15Ask which provincial labour regime governs each office and who tracks the differences — a Karachi company with a Lahore team answers to two.
- 16Ask what has been promised out loud — raises, equity, title changes — that no document records; unwritten promises surface in exit negotiations.
- 17Ask who owned the code, the brand, and the content before the company existed, and whether any of it was ever formally assigned in.
- 18Check whose name the trademark filings are actually in — a founder personally is the classic finding, cheap to fix now and expensive during a round.
- 19List the third-party components the product depends on — SDKs, datasets, fonts — and confirm the licences exist in the company's name.
- 20Ask what the company considers its trade secrets, then ask who can access them — the two answers rarely match.
- 21Ask what happens to the GitHub organization, the cloud consoles, and the production credentials if the CTO resigns tomorrow.
- 22Ask which government notices arrived in the last three years — FBR, SECP, the social security institutions — and how each was closed, with the paper to show it.
- 23List every licence the business believes it holds and pull each certificate — belief and paper diverge more often than anyone expects.
- 24Map what personal data the business holds, where it is stored, and who can access it — cross-border hosting questions arrive before the data protection law does.
- 25Ask which regulator could hurt the business most, and when the company last heard from it — silence is not clearance.
- 26Ask whether any founder has personally guaranteed company obligations — bank facilities and office leases usually mean yes, and nobody remembers the terms.
- 27Ask who owns the compliance calendar — if deadlines are met because someone remembers, the health check has found its first deliverable.
This checklist is general information, not legal advice on your facts. Each item is covered in depth in The Advisory Hub.
Prepared by The First Counsel · As of 2026-07-12 · Pending professional review — statements flagged in the text are being verified
This publication is provided for general information only. It is not legal advice, and neither reading it nor corresponding with the firm about it creates a lawyer–client relationship. The position stated must be verified against current law before it is relied upon.
