Engagements › Helios Lane Software › Functional Analysis
Functional Analysis
For each transaction, the questions the team asks, who performs each function, owns each asset and bears each risk, and where each answer came from. The narrative and the characterisation are drafted from the answers, as a suggestion. The factors: OECD 1.36.
Who performs, owns and bears what — and the narrative drafted from it.
Contract software development
Helios Lane Development Ltd → Helios Lane Inc. · €10,600,000
| Area | Question | Helios Lane Development Ltd | Helios Lane Inc. | Source |
|---|---|---|---|---|
| Functions | Who decides what is developed? | Low | High | Interview with the group CTO (invented) |
| Functions | Who performs the development? | High | Low | Headcount: 140 engineers in Limassol |
| Risks | Who bears the risk that development fails? | Low | High | Development services agreement clause 6.1 |
| Assets | Who owns what is developed? | None | High | Development services agreement clause 9.1 |
Suggestion Drafted narrative. It counts for nothing until the item is confirmed.
Helios Lane Development Ltd performs the development.
Helios Lane Inc. decides what is developed; bears the risk that development fails; and owns what is developed.
Of the 4 points, Helios Lane Development Ltd leads on 1 and Helios Lane Inc. on 3.
Suggested characterisation: Helios Lane Development Ltd as a routine service provider, remunerated on its costs plus a mark-up.
Sign-Off
ReviewedVerifiedConfirmedNext: Reviewed, by a team member. Choose a person under View As to sign.
Evidence still outstanding: Board minutes approving the development budget, due 11 Nov 2026 — in 4 days.
Signing is still open: say in what you looked at how the conclusion stands without it.
Hash
Content hash3f70fcdd87ce · a change to it reopens every sign-offLicence of the platform software
Helios Lane IP Ltd → Helios Lane Inc. · €3,000,000
| Area | Question | Helios Lane IP Ltd | Helios Lane Inc. | Source |
|---|---|---|---|---|
| Functions | Who performs the development of the platform? | None | High | Interview with the group CTO: all engineers report to the parent |
| Functions | Who controls the development: budgets, roadmap, go/no-go? | Low | High | Board minutes of the parent (invented) |
| Functions | Who maintains and protects it (registrations, enforcement)? | Medium | Medium | IP register extracts; outside counsel instructed by the parent |
| Assets | Who is the legal owner? | High | None | Assignment deed (requested, not yet on file). CONTRADICTION: the development services agreement, clause 9.1, gives all developments to the parent from creation |
| Risks | Who bears, and can control, the risk of the platform losing value? | Low | High | The IP company has two employees and no technical staff |
Suggestion Drafted narrative. It counts for nothing until the item is confirmed.
Helios Lane IP Ltd is the legal owner.
Helios Lane Inc. performs the development of the platform; controls the development: budgets, roadmap, go/no-go; and bears and can control the risk of the platform losing value.
Shared between them: maintains and protects it (registrations, enforcement).
Of the 5 points, Helios Lane IP Ltd leads on 1 and Helios Lane Inc. on 3.
Suggested characterisation: Helios Lane IP Ltd as the legal owner of the intangible without performing or controlling its development — its entitlement to the licence income beyond a return for its own functions is in question (DEMPE).
Sign-Off
ReviewedVerifiedConfirmedNext: Reviewed, by a team member. Choose a person under View As to sign.
Evidence still outstanding: Board minutes approving the development budget, due 11 Nov 2026 — in 4 days.
Evidence still outstanding: Accounts for 2025, Helios Lane IP Ltd, due 20 Nov 2026 — in 13 days.
Evidence still outstanding: Licence agreement comparables search, Licence of the platform software, due 21 Nov 2026 — in 14 days.
Signing is still open: say in what you looked at how the conclusion stands without it.
Hash
Content hash23342c807155 · a change to it reopens every sign-off