Not a law firm
Matter is a software platform. No attorney-client relationship attaches to its use.
Matter is a software platform. The platform performs filing facilitation, document templating, audit-trail recording, and registered-agent provision in Delaware. Use of the platform does not create an attorney-client relationship and does not entitle the customer to any of the protections that flow from such a relationship.
What Matter does
- Software. A REST API, a dashboard, an MCP server, and a webhook bus.
- Filing facilitation. Submission of formation, qualification, dissolution, annual-report, and franchise-tax filings to the appropriate secretary of state or tax authority on the customer's behalf.
- Document templating. Generation of Certificate of Incorporation, bylaws, board consents, stockholder consents, equity grants, 83(b) elections, and dissolution paperwork from structured input.
- Audit trail. Immutable, signed, append-only records of every state transition and every signature event on every entity.
- Registered-agent provision. Statutory registered-agent service in the state of Delaware, including service-of-process forwarding to a named human contact at the customer.
What Matter does not do
- Legal advice. Matter does not advise on whether to incorporate, where to incorporate, what entity type to form, what bylaws to adopt, what equity to issue, what board composition to choose, or how to respond to a regulator. The customer makes these decisions.
- Tax planning. Matter does not advise on federal income tax, state income tax, franchise tax structuring, sales tax, payroll tax, or international tax. The customer engages a tax professional for this.
- Securities counsel. Matter does not opine on whether a stock issuance complies with federal or state securities law, what exemption applies, or what filings the customer must make. The customer engages securities counsel for this.
- Choice of jurisdiction. Matter does not recommend a state of formation. The customer chooses Delaware (the v1 supported jurisdiction) or otherwise does not use the platform.
- Director selection. Matter does not recommend or vet directors. The customer chooses its own board.
- Custom bylaws drafting. Matter emits standard-form bylaws. Customers wanting bespoke governance documents engage counsel.
- Attorney services of any kind. Matter does not appear in court, file a brief, negotiate a contract, or perform any act that requires a license to practice law.
No privilege, no engagement letter, no representation
There is no engagement letter between Matter and the customer for legal services because Matter does not provide legal services. Communications between the customer and the platform — through the API, the dashboard, or any support channel — are not protected by attorney-client privilege. Customer support staff are not attorneys acting for the customer.
The customer is encouraged to engage qualified counsel in the customer's jurisdiction for advice on the matters listed above. Matter facilitates execution; it does not substitute for counsel.