Company Services

We are an outsourced general counsel firm and many of our clients are privately held tech companies.  For our pure startup company clients, we ordinarily handle all of our clients’ early stage legal work in areas such as entity choice and formation, initial capitalization, founder agreements, and early stage financing transactions.

As our clients grow and mature we transition into more of a part-time in-house counsel role and focus on operational matters such as licensing and customer contracts, board meetings, employee hiring/firing.  We work alongside other legal specialists (with expertise in areas such as tax, litigation, patents, M&A, etc.) when their expertise is needed.  In some cases we work alongside major law firms and help “incubate” clients and provide day-to-day legal services in between major transactions.

Some of our specific services offerings include:

Startup Issues

We advise founders on the decisions that must be made when a business is launched.  These decisions may relate to choice of entity and incorporation, protecting intellectual property, initial stock issuances and capital structures, stock vesting, founding shareholder agreements, equity incentive plans, early stage financing transactions and other start-up related issues.

Strategic Relationships

We draft, review and negotiate all manner of third party agreements for clients including those with distributors, licensors and licensees, resellers, consultants, advisors, service providers and strategic partners.  We regularly represent our clients in negotiations with some of the largest companies in the world.  Because of this experience, we are able to help entrepreneurs understand the true risks presented by a given transaction and their potential leverage points, all of which help our clients make informed decisions necessary to get the transaction done.

Equity and Debt Financings

Often, the key determinants to a successful financing are the steps taken before the financing process starts.  We advise entrepreneurs on appropriate deal structures, assist in the search for sources of financing, negotiate and draft term sheets, respond to due diligence requests, negotiate deal documents and represent company clients throughout financing transactions.  When outside counsel is engaged to represent our clients in major transactions, we serve as in-house counsel and help relieve the pressure on our clients’ management teams who need to focus on operating their business as much as on closing the transaction.

Employment and Equity Compensation

We help structure and negotiate compensation arrangements with key executives who join our clients’ teams.  We also draft and negotiate employment offer letters and agreements, confidentiality agreements, separation agreements, restricted stock and option agreements and option plans.

Board Meeting Attendance and Counseling

We often attend our clients’ board meetings, where we keep minutes and can provide insight to entrepreneurs into managing Board relationships.  We also counsel Boards in connection with strategic matters, conflicts of interest, director and officer duties and liabilities and other corporate governance issues.

Corporate Maintenance

We help companies draft, track and store critical corporate documents  so that they can be made available to clients, financing sources and strategic partners when needed.

“NetClarity has appreciated the breadth of Company Counsel’s experience. They have advised us on matters as diverse as equity and debt financings, employee issues, technology licensing, corporate governance and real estate leasing.”
~ Hal Charnley – CEO of NetClarity
  • In early stage angel financings, every dollar counts. Company Counsel combines significant venture capital experience with a cost effective rate structure ideal for angel investors.
    Arthur Fox, Angel Investor and Chairman of Royalty Capital Management