What you don’t know can hurt you!
You may think legal support can be deferred until problems appear. Lawyers seem expensive and the instinct is to conserve money until it feels absolutely necessary. Yet this approach is like building a house with exposed wiring and no locks: it works until the first spark or intrusion, then it is too late to contain the damage.
An “outside” general counsel for startups with an experienced business lawyer is about prevention and foresight, not reaction. A startup general counsel serves as legal counsel and a strategic partner to the senior leadership team, integrating legal thinking into the company’s early stages so it grows on a stable foundation.
Our firm has advised early-stage companies for more than three decades on entity formation, licensing, employment law and contract review. By working as outside counsel with the discipline of in-house counsel, we help leadership teams align legal decisions with business objectives, reducing red flags before they derail growth.
As a startup founder, you can access legal expertise for startups in two ways. Some companies hire a lawyer to join the senior leadership team to provide constant coverage. That’s a great solution but it may be beyond the resources that many startups have.
An alternate solution is to engage a firm of experienced business lawyers to be the point of contact for decisions that carry legal consequences.
Most startup failures come from ordinary oversights that slowly drain control from the founders.
These are predictable weak points in what should be a startup’s legal control stack, the operating system that keeps a growing company alive long enough to scale. A startup general counsel, whether acting as outside counsel or as part of an in-house counsel team, exists to identify and help to prevent these gaps.
We provide general counsel for startups that need practical coverage without bloating the legal budget. You can work with us as outside counsel to bring the legal insights necessary to identify and avoid or mitigate unwanted risks or liabilities.
You can obtain coordinated legal work across corporate governance, commercial contracts, contract review, employment law and data privacy, with legal thinking tied to your financing path in venture capital or private equity.
We help you:
From there, we handle entity formation deliverables end to end, drafting contracts you use: the certificate of incorporation and bylaws for corporations and certificate of formation and operating agreements for limited liability companies, plus stock issuances, IP assignments and initial board actions, so later due diligence in financings runs smoothly and your legal protections scale with the business.
Keeping track of the ownership of equity interests in the company is a key requirement for good governance. It establishes who has rights to determine much of what the company is authorized to do. . For many startups, keeping ownership records up to date is where avoidable mistakes surface first.
As your startup’s general counsel, we help establish a single source of truth for equity by structuring your cap table so every share issued ties back to signed documents. This discipline makes sure your ownership records are defensible in fundraising, acquisitions or legal due diligence.
Our work as general counsel for startups includes designing and maintaining equity incentive plans, preparing grant agreements and overseeing the process for 409A valuations to keep option pricing compliant.
These steps allow you to grant stock to employees, advisors and co-founders with confidence while protecting the company against future tax or securities risk. With the right framework in place, you can reward talent without exposing the company to costly disputes or penalties.
We also draft the rights and obligations that govern stockholders. This includes:
to prevent uncontrolled transfers that fracture the cap table or introduce unwanted stockholders.
Procedures for governance is another critical layer of the startup’s legal control stack. It defines the rulebook for how your company decides, authorizes and records actions. We help you establish an appropriate framework by helping the company:
These structures give you confidence that legal issues will not be buried in day-to-day operations.
Money is the lifeblood of a startup, but without appropriate policies and procedures in place, it also becomes the easiest place for mistakes to surface. We have a network of skilled accounting, tax and finance firms and consultants to which we can refer companies. These experts can help the company put in place and administer the protections needed for this key element of operations.We can work with you and these outside experts to help you create systems that:
Human relations management can be a key drive of company growth and development.. An experienced business lawyer can help you build this function so that promises to employees, contractors and advisors align with equity plans, board approvals and IP protections. We help you:
Too many founders treat legal services as something to call in only after a problem surfaces. But once equity is misallocated, IP slips away or contracts are signed on bad terms, fixing it after the fact may not be possible and, even if possible, often leaves lasting damage. The smarter move is prevention. Contact our legal team today to put the right foundation in place before risks become setbacks.
In-house counsel is a lawyer employed by the company as part of the senior leadership team. Outside counsel is an experienced business attorney or law firm you engage as needed. Many early-stage companies use outside counsel to cover their legal needs until it makes sense to hire a full-time in-house attorney.
Most legal issues that cost founders the most money are the ones that were not handled correctly at the start. Working with an experienced business lawyer or law firm focused on the needs of startups avoids costly disputes, failed financings or lost IP. Preventing those problems is almost always less expensive than fixing them later.
An experienced business lawyer, whether outside counsel or in-house, is your point of contact for the full stack of startup legal needs: corporate governance, equity and cap table discipline, commercial contracts, contract review, employment law, data privacy and compliance tied to venture capital or private equity financing.
The foregoing is for educational purposes only and does not constitute legal advice. You should engage an experienced lawyer to help you deal with any issues of this type as they apply in your unique situation.
