What a contractor register is and why every startup needs one
A contractor register is a single document or dashboard that lists every independent contractor your company has engaged, their contract status, tax form status, classification assessment, IP assignment status, and payment summary.
It is the first thing investor counsel requests during diligence related to workforce compliance. A well-organized register closes the contractor diligence workstream in days. A missing or incomplete register opens weeks of back-and-forth as lawyers chase documentation.
Every startup should maintain a contractor register from the first contractor engagement. Retroactive construction is possible but painful. Prospective maintenance takes 5 minutes per contractor per month.
The essential fields
Your contractor register needs these fields for each contractor:
Contractor name: Full legal name as it appears on their contract and tax form.
Country: Country of tax residence and country where services are performed. These may be different.
Engagement dates: Start date and end date (or ‘ongoing’ for active engagements).
Contract status: Signed, pending, or expired. Include the contract type (MSA plus SOW, standalone, etc.) and a link to the signed document.
IP assignment: Yes or No. Does the contract include an explicit IP assignment clause? Is it enforceable in the contractor’s jurisdiction?
NDA status: Signed or not signed. Include the signed date.
DPA status: Required (contractor accesses personal data) or Not required. If required: signed or not signed.
Tax form: W-9, W-8BEN, W-8BEN-E, or equivalent. Include the signed date and expiry date.
Classification assessment: Low risk, Medium risk, or High risk. Include the date of last assessment.
Total compensation: Total amount paid to date and annualized run rate.
Payment method: Platform (Omnivoo, Deel, etc.), Wise, bank wire, or other.
Contributed to core IP: Yes or No. If yes, specify what (codebase, design system, data models, etc.).
Notes: Any additional context relevant to diligence (e.g., ‘former employee who transitioned to contractor’, ‘provides services to 3 other clients’).
How to populate it today
Step 1: Export your payment records from every platform you have used to pay contractors: bank statements, Wise transaction history, PayPal records, Upwork payment history, and any contractor management platform exports.
Step 2: Create a row for every unique individual or entity you have paid for services. Include the total amount paid and the date range.
Step 3: For each row, check your records for a signed contract, tax form, NDA, and DPA. Update the status fields. Mark gaps with ‘Missing’ in red.
Step 4: For every contractor marked ‘Missing’ on any field, prioritize fixing it. Missing contract for a core IP contributor is the highest priority. Missing DPA for a contractor with database access is second. Expired tax forms are third.
Step 5: Run a misclassification assessment on every active contractor and record the result.
This process takes half a day for a company with 5 to 10 contractors. The register then needs 5 minutes of maintenance per contractor per month to stay current.
Alternatively, Omnivoo’s Contract Management builds the register automatically. Every contractor you onboard creates a row with all fields populated. Contracts, tax forms, classification assessments, and payment records are linked automatically. You can export the register as a spreadsheet for your data room at any time.
Maintaining it going forward
Monthly: update payment totals and check for any contract or tax form approaching expiry.
Quarterly: re-run misclassification assessments on all active contractors, especially those whose engagement has expanded in scope, hours, or duration since the last assessment.
Before any fundraise: review the entire register for completeness, fix any gaps, and export a clean version for the data room. Include it in the ‘Workforce and Contractors’ section of your diligence package.
The register is not just a diligence tool. It is an operational tool that gives you real-time visibility into your contractor compliance posture. The companies that maintain it proactively are the companies that close rounds fastest.