Electrolit was not born out of a marketing campaign. It was born out of a shortage: Mexico lacked oral rehydration solutions for children, and Miguel Ángel Ochoa founded PiSA to solve that specific problem. Years later his team developed the formula that would become one of the best-known Mexican drinks outside the country.
The story is usually told as a commercial success. Seen from the legal side, it raises a more uncomfortable question: when your team creates something valuable, whose name is it in?
Creating value and owning it are not the same thing
A formula, a technical development, a design, a piece of software or a brand can be worth a great deal. But value and title are different things, and the law does not join them on its own.
In Mexico, what a person creates belongs to that person unless a document transfers it to the company. That document is a contract: an employment agreement with an ownership clause, a work-for-hire agreement, or an assignment of rights. Without it, the company is using an asset that is not its own.
Where it breaks in practice
- The external designer. The logo was made by a freelancer or an agency. They delivered the files, you paid the invoice, and nobody signed an assignment. The economic rights still belong to whoever designed it.
- The developer. The system your business runs on was built by someone who no longer works with you. With no work-for-hire agreement, the code does not belong to the company.
- The trademark in a shareholder’s name. The IMPI registration sits with an individual. It works for exactly as long as the relationship works.
- The formula or process. If it was never documented as a trade secret nor filed as a patent, and it was disclosed, it may end up with no protection at all.
Why it matters before it matters
These gaps do not hurt day to day. They hurt the day someone wants to invest, buy the company or license its technology, because the legal review is precisely where they surface. They also hurt when a shareholder leaves, or when a third party starts using the same thing and someone has to decide who has the right to object.
An asset with no clear title cannot be sold, cannot be pledged as security and is hard to defend.
What to check
- That an assignment of economic rights exists in writing with every external designer, developer, agency or contributor.
- That employment contracts include an ownership clause over what is created in the course of the job.
- That your trademarks are registered in the company’s name, not a shareholder’s.
- That anything functioning as a trade secret is documented and covered by confidentiality agreements.
- That declarations of use and renewals are current.
The Electrolit lesson is not only that a good idea can win a market. It is that value gets created first, and then you have to make sure, on paper, that it belongs to whoever built it.
If you want to review who owns what your team creates, write to us: the first review is free of charge.