How Can a Ukrainian IT Business Enter a New Market? Part 2

Continuing the discussion.

Who owns the IP?

Another common assumption is that if a company has paid a developer to create software, it automatically owns all rights to the result.

In a cross-border structure, things can be much more complicated.

For example:

Ukrainian parent company

↓

local entity

↓

developers in another country

↓

globally distributed product.

The company needs to know:

who owns the code;
who owns the trademarks;
who owns the development results;
whether valid IP assignment agreements are in place;
whether contractor agreements properly cover IP;
who has the right to license the technology;
how trade secrets are protected;
how open-source components are managed.

This becomes particularly important before investment or M&A.

An IP issue that looks minor during market entry can become a major problem during due diligence.

Do your contracts fit the local market?

Translating a Ukrainian contract into another language does not mean that it has been legally adapted to another jurisdiction.

The company may need to review:

governing law;
jurisdiction;
limitation of liability;
payment terms;
termination;
consumer rights;
automatic renewal;
refunds;
warranties;
dispute resolution;
electronic signatures.

For SaaS businesses, the relevant documentation may include:

Terms of Service

Privacy Policy

Data Processing Agreement

Subscription Agreement

SLA

Acceptable Use Policy

and other documents depending on the product.

B2C products require particular attention.

Consumer protection rules can affect cancellation rights, refunds, subscription renewals and advertising.

Can you use the same marketing strategy?

Marketing is not legally neutral either.

Different jurisdictions may have different rules concerning:

advertising;
use of personal data;
direct marketing;
cookies;
promotional claims;
influencer marketing;
comparative advertising.

A marketing model that works perfectly well in the EU may create compliance issues in another jurisdiction.

Legal review is therefore better done before a campaign goes live, not after.

Do you need a local partner?

For some markets, a local partner can be the easiest way to start operating.

But a partner is not simply a sales channel.

They may gain access to:

customers;
personal data;
money;
technology;
IP;
the brand;
commercial information.

That makes partner due diligence important.

At a minimum, it may involve checking:

ownership structure;
ultimate beneficial owners;
related parties;
PEP exposure;
sanctions risks;
litigation;
licences;
regulatory violations;
reputation;
connections with government entities.

Only after that should the parties move to negotiating the commercial relationship.

Can you work with the public sector?

If the business plans to sell to government entities, a standard market-entry assessment may not be enough.

The company may also need to analyse:

procurement rules;
eligibility;
local content requirements;
ownership requirements;
cybersecurity;
data localisation;
export controls;
end-user restrictions;
special supplier requirements.

For DefenseTech and dual-use technologies, this becomes even more important.

A product may be perfectly legal for the civilian market while its sale to a particular government or military customer creates additional regulatory requirements.

What about AI?

If the product uses AI, it is not enough to check whether the country has a dedicated AI Act.

In many jurisdictions, AI is regulated through existing legal frameworks rather than one comprehensive AI law.

Depending on the product, these may include:

privacy

consumer protection

employment

financial regulation

cybersecurity

automated decision-making.

Consider an AI-powered credit scoring system.

It may simultaneously raise questions under financial regulation, data protection and consumer protection rules.

So the question:

“Does this country have an AI Act?”

is often too narrow.

A better question is:

“Which existing laws apply to our AI product?”

What should a proper Market Entry Legal Assessment look like?

There is no universal checklist that works for every business.

But a basic assessment can be built around eight areas:

Corporate
What legal structure is required?

Tax
What taxes apply, and is there a PE risk?

Regulatory
Are licences or permits required?

Data
How is personal data regulated?

IP
Who owns the technology and how is it protected?

Contracts
What local requirements apply to commercial agreements?

Employment
How can the company hire employees and work with contractors?

Local partners
Is a local partner needed, and how should they be assessed?

Depending on the sector, additional layers may include:

AI / FinTech / Crypto / Cybersecurity / DefenseTech / Government Procurement.

Conclusions

Entering a new market is not simply a question of:

“Where should we incorporate?”

It is a much broader assessment.

A technology company needs to understand:

how it will actually operate in the country;
where its tax exposure will arise;
whether licences are required;
how personal data can be processed and transferred;
who owns the IP;
which contracts are needed;
whether a local partner makes sense;
which sector-specific rules apply to the product.

There is no universal international expansion model.

What works for a SaaS company entering the EU may not work for a FinTech business entering Kenya, an AI product entering Kazakhstan or a DefenseTech company entering South Africa.

The best time to conduct the legal assessment is therefore before launch — not after the first regulatory letter arrives in the corporate inbox.

Planning to enter a new market?

Start with a legal map covering corporate structure, tax, regulation, personal data, IP, contracts and local partners.

Request a legal assessment for your market entry →

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