An attorney in an EC/VC practice advises early-stage companies on every legal matter the companies face, from formation to several rounds of venture financings to a sale or an IPO. Emerging Companies attorneys are corporate generalists for the clients and often serve as “outside general counsel” for startup clients before the clients are large enough to hire in-house attorneys. They work with founders to choose the best corporate form (corporation, LLC, etc.), and draft the appropriate forms to create the company. They advise companies on how shares will be valued and divided among various stakeholders. Start-up lawyers help develop a company’s internal policies and procedures and serve as corporate secretaries. They work on the legal documentation for various rounds of private financing and ultimately help navigate an “exit event”—an IPO or acquisition. Junior lawyers often have a lot of client contact and responsibility from an early stage as startups can not generally afford to pay senior attorneys’ billing rates. The relationships with founders can often lead to an invitation to join the company when it is in a position to hire its first in-house lawyer. Startup practices are heavily concentrated in certain markets, including San Francisco and Silicon Valley, as well as Boston, New York (Silicon Alley), and increasingly in Southern California (Silicon Beach).
- Corporations
- Intellectual Property
- Securities
- Transactional clinics
- Venture Capital
- Business or operations role at a startup
- In-house at a startup
- In-house at a venture capital fund
- Law firm practice
Describe your practice area and what it entails.
I work with high-growth companies from ideation all the way through to an exit event, whether that be a sale or an initial public offering (IPO). I act as a business advisor on day-to-day problems as they arise as well as on larger transactions, such as venture financings and commercial activities. I also represent investors in their investments in similar companies.
What types of clients do you represent?
I work with companies at all stages, predominately in the technology, digital health, life sciences, and consumer goods spaces. I also represent institutional venture investors and family offices.
What types of cases/deals do you work on?
Most of my day is spent on general management and board advising or transactions such as venture financings, M&A, and go-public transactions. I also help with general corporate day-to-day matters similar to those handled in a general counsel role.
How did you choose this practice area?
I was always interested in working with emerging, high-growth companies, and this role allows me to work with a broad set of companies and industries while still serving as an integral part of the team. It also gives me the ability to see a lot of different transactions and become deeply knowledgeable in various subject matters.
What is a “typical” day like and/or what are some common tasks you perform?
As a partner, I now spend a lot of my day on calls and video conferences, typically with the CEO, chief financial officer, or general counsel at a company or in boardrooms. My role is often providing strategic advice to directors and management as they pursue financing or exit opportunities or assess risk. I try to have the full picture of the company’s status and needs and help its stakeholders navigate around the firm to assist with various legal needs. I also work with investors as they evaluate investment opportunities and help them craft their deals and terms.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
The classes that were most relevant for me were entrepreneurship clinics or similar practicums. Classes focused on venture deals, if available, are particularly helpful. In the standard course list, Companies, Securities Regulation, and M&A courses are helpful, as well as courses on intellectual property.
What do you like best about your practice area?
This role is unique because you typically advise management directly (and not through an internal legal department). You get to act in an external advisor role while still getting intimately familiar with a company and getting to see its full life cycle firsthand. I am often the person that forms the company and sells the company or takes it public, and it’s an exciting role to work with the founding team all the way through.
What is unique about your practice area at your firm?
If you are interested in supporting high-growth companies, there’s no better place to be than Cooley. We get to work with some of the most exciting companies in the industry and have an extremely talented group of attorneys who are collaborative, hardworking, and the best at what they do.
What are some typical tasks that a junior lawyer would perform in this practice area?
Working with earlier-stage companies allows junior lawyers to get firsthand experience directly with clients sooner. It is not unusual to be taking calls with founders in your first year and helping with day-to-day activities such as managing the capitalization table, helping companies engage with service providers, making equity grants, and preparing corporate approvals. You will also work on transactions across the life cycle, including taking an active role in simple agreement for future equity and convertible financings, venture financings, and M&A deals. On the investor side, you’ll take on diligence activities to help investors evaluate a deal and review and revise documentation for these transactions.
How is it different working with entrepreneurs in contrast to large corporate clients?
One of the best things about this role is that you get to work directly with the founders and board. You often serve as an extension of their team and become a trusted resource for the company over time. Often, you’ll end up being the person who has worked with them the longest out of anyone, and you are able to provide a unique and critical perspective seeing a company through all its major transactions over the life cycle. These relationships end up turning into new opportunities with new companies, and I’ve been working with some of the same founders across the same or different companies for more than a decade at this point. Getting to know your clients so well makes the job even more fulfilling.
Colleen Badgley represents emerging high-growth companies throughout their life cycle, with a focus on all aspects of emerging company development including corporate formation, venture capital financings, corporate spinouts, restructurings, M&A, and capital markets transactions. She also has experience representing venture capital and angel investors in their investment transactions. Since 2021, Colleen has handled VC financings with an aggregate deal value of more than $3.5 billion. Colleen is counsel to companies and their investors in a broad range of high-growth industries, including the life sciences, digital health, software, technology, and consumer sectors.
Describe your practice area and what it entails.
As a partner in the strategic transactions and licensing group, I work with both venture-backed, early-stage startup companies and the venture capital firms that invest in them. For both types of clients, I specialize in IP and technology protection through corporate partnering, strategic alliances, licensing, and commercialization of IP and technology assets, as well as transactional IP issues related to our clients’ financings and M&A transactions. We help company clients navigate industry-specific laws and regulations; negotiate key commercial arrangements with partners, customers, and vendors; and assist in exit opportunities. For our investor clients, we evaluate IP-related risks to investments with respect to IP assignment and licensing, privacy, usage of open-source software and AI tools, and other technology-related matters.
What types of clients do you represent?
I represent startup and emerging growth companies across tech, software, fintech, consumer, media, life sciences, e-commerce, edtech, and every form of products and services.
What types of cases/deals do you work on?
My core practice involves drafting, reviewing, and negotiating various commercial agreements (website and application terms and conditions and privacy policies; inbound and outbound license agreements for software, services, and consumer goods; support and maintenance agreements; partnership agreements; and other licensing deals and ser-vices arrangements). I also help clients through financing rounds and represent several leading venture capital firms in their portfolio M&A transactions and financings.
How did you choose this practice area?
I was pre-med in college and transitioned to law school at the last minute when I realized I was more interested in the social and ethical aspects of science but still loved technology. I originally thought patent litigation would be the best fit given my science background but quickly learned that it didn’t match my strengths. I wanted to be more on-the-ground with smaller, growing companies with innovative ideas and advise them with a business-minded legal approach. This practice lets me explore groundbreaking science and technology while partnering with visionary founders to help their companies grow. Luckily for me, with an amazing group of colleagues, Gunderson has an incredible, supportive network.
What is a “typical” day like and/or what are some common tasks you perform?
This question always makes me laugh: No two days have ever been the same here, so what is “typical”? But that’s my favorite part of this job. I am always on my toes and never bored. I can work for upward of 20 clients in a day on a range of issues, from SaaS licenses to marketing questions, cease and desist letters, employee and consultant IP assignment questions, IP diligence in a financing, and revision of IP representations in a merger.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
I encourage students to take classes they are interested in regardless of their direct relevance to their career path. School is a unique opportunity to explore, so take what sounds fun! Law firms train associates in how to do the job, so no background experience is required. That said, reading about venture law or the news in venture, taking classes on corporate law and contract drafting, and talking to people who work in startups are great ways to get exposure to this field.
What do you like best about your practice area?
I never do the same thing twice. Even if the topics and companies are similar, every situation has nuances, and I love figuring out novel solutions for each new situation. I work with many different companies in different industries with differences in technology, stage, priorities, size, and goals. This makes my job rewarding and allows me to tailor advice to each client’s needs.
What are some typical tasks that a junior lawyer would perform in this practice area?
One of my favorite parts of Gunderson is the hands-on experience junior associates get right away. There is no hierarchy or year requirement to do certain types of transactions or agreements; if you show you’re ready for it, you got it! Junior associates have immediate client contact and communication, take responsibility for the first drafts of almost all documents, and lead calls with clients and opposing parties. The opportunities are limitless, and you get substantive experience starting day one; you learn so much so quickly.
How do you see this practice area evolving in the future?
This practice area is evolving daily. Our clients are always coming up with innovative technology, products, and services, so we’re constantly developing with them. Learning about our clients’ technology and how it works and integrates with other technologies and regulations is crucial to our jobs. As technology changes, inherently so do we, providing some phenomenal opportunities for attorneys to focus on real legal issues instead of pushing paper.
How is it different working with entrepreneurs in contrast to large corporate clients?
At Gunderson, we work with early-stage entrepreneurs who are excited about and invested in an idea. Depending on the size and stage of a company, we work directly with the founders, leadership, engineers, product sales coordinators, etc. We assist them in navigating and preparing for the venture-backed process. Working directly with key decision-makers of a company makes me feel valuable as an attorney. It’s rewarding to see a founder’s goal come to fruition, and you are an integral part of that milestone. It’s also exciting to see how companies evolve as they scale; sometimes ideas change and companies pivot, people change, and priorities and approaches change. A fulfilling part of our job is growing with our companies: As they scale and change, we customize our client service to their current needs.
Rosie Stein specializes in corporate partnering, strategic alliances, technology protection, and licensing and commercialization of intellectual property (IP) and technology assets, as well as transactional IP issues related to clients’ financing and M&A activities. She represents startup and emerging growth companies in numerous sectors, including software and SaaS, mobile and tablet applications, ad tech, media, pharmaceuticals, life sciences, e-commerce, and educational technology. Rosie is a Certified Information Privacy Professional, holding the U.S. private-sector privacy certification granted by the International Association of Privacy Professionals.
Describe your practice area and what it entails.
In Orrick’s TCG, we focus on supporting startups at every stage. This means we help new companies from the moment they incorporate through all their venture capital financings, everything that happens in between, and ultimately, right up to their exit. As a result, we handle a broad range of company matters including helping founders purchase their shares, negotiating with investors, drafting investment documents, and creating stock plans. A big part of our role is also acting as a centralized generalist team for any legal question that comes up. If a startup has a tax question, an immigration issue, or a complex employment matter, we connect them with the right specialists at our firm so our clients always have support for all their legal needs as they grow.
What types of clients do you represent?
We represent a diverse array of startup clients spanning many industries including biotech, fintech, apparel, food, or really, any type of emerging company.
What types of cases/deals do you work on?
On the TCG team, our primary focus is on venture capital financings. At the earliest stages, this often means helping startups with simple agreements for future equity or convertible note financings, and then as companies grow, we guide them through their Series A, Series B, bridge rounds, and everything in between.
How did you choose this practice area?
Growing up in the Bay Area, I was always surrounded by the energy of startups, so when I was considering law school, I naturally gravitated toward getting some early experience at a firm that worked with startups. My first job out of undergrad was a paralegal role with a practice very similar to that of TCG, and I loved it. What really drew me in was the sheer enthusiasm and talent in the startup space. It’s a bit more informal compared to more traditional corporate practice areas; the founders are passionate, the environment is dynamic, and even as a junior attorney, you get a lot of responsibility early on. You’re not just in the background as a junior on a TCG deal; you’re immediately interacting with clients and playing a central role on the deal. That hands-on experience makes it a really fun and fulfilling area to practice in, especially in the early years of your career.
What is a “typical” day like and/or what are some common tasks you perform?
One of the best parts of my practice is that there’s really no such thing as a “typical” day. In the TCG practice, we juggle a large number of clients, so what I do on any given day depends on what each of them needs. Typically, about 60% to 70% of my day is spent on active deals, including marking up financing documents, negotiating terms with investor counsel, and coordinating closings. The rest of my time is spent on day-to-day corporate matters, including helping clients hire new employees, issuing equity, and advising on general business strategy.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
Any exposure you can get to a corporate practice, either during law school or through work experience, is incredibly helpful. Corporate practice is very different from litigating, and law school generally prepares you more for litigation than for transactional work. If your law school offers a corporate or transactional clinic, that’s likely the closest you will get to corporate practice during law school. If you have the opportunity to get some experience on a corporate transactional team during the summer, that’s a great way to get a sense of what corporate practice is really like. In terms of classes, courses like Corporations and Securities Regulation are useful, but in reality, you learn almost everything you need to know after you start practicing. As a result, I think practical, hands-on experience is the best way to figure out if you enjoy this path, and I think for most people, it becomes clear pretty quickly whether corporate or litigation practice suits you better.
What is the most challenging aspect of practicing in this area?
One of the most challenging aspects of this area is the sheer diversity of the practice. You’re juggling many clients at once, and each client can range from a tiny two-founder startup to a larger, later-stage company. That means on any given day, you’re not just working on one matter; you’re working on dozens of different projects. Staying organized and tracking multiple work streams at once is essential—and not always easy. On top of that, each client might have a variety of issues at the same time. You have to dive deep into some issues while also knowing when to bring in specialists for others. Even if you do bring in specialist help, you’re still the main point of contact for your client, so you need to understand enough to guide your client effectively through all kinds of different legal issues. Ultimately, the challenge is balancing all these moving parts efficiently and helping startups prioritize what really matters. They rely on us to highlight what’s urgent and what can wait, and that’s a big part of the job too.
What do you like best about your practice area?
What I genuinely enjoy most is the pace and the variety. Things move quickly, and the projects are often smaller, which means you get to play a really meaningful role in each one. From a lifestyle perspective, this can also give you a bit more control over your schedule. Instead of having one massive deal dominate all your hours, you have multiple deals that you can prioritize and manage with slightly more flexibility. There’s definitely urgency to our deals, but in general, you have more flexibility and variety than in many other corporate practices, which keeps things interesting and dynamic.
What misconceptions exist about your practice area?
I think one common misconception is that a transactional practice, and especially a TCG-style startup practice, is going to overwhelm your personal life. Startups do move quickly and things often tend to be time-sensitive, but from my experience, if you have the right systems in place and you’re disciplined about setting expectations and boundaries, you can make it a sustainable practice.
How do you see this practice area evolving in the future?
I think it’s obvious that AI is going to transform our practice. I’ve mentioned how crucial organization and project management are, and AI is already helping us streamline these aspects of the job. In the startup world, efficiency is key because our clients often have tighter budgets than large corporations do. Better legal assistance tools will allow lawyers like me to serve even more startups at once without sacrificing quality. AI won’t replace us, but it’ll help us focus more on the substantive legal issues and less on the routine operational tasks, like managing signatures or closings, that take up time but don’t always require attorney attention.
Alexis Savini is an associate in Orrick’s technology companies group (TCG), where she partners with innovative founders to help them navigate complex legal challenges while scaling sustainably. Alexis advises startups and emerging growth companies at all stages, from formation through financing and beyond, with a focus on venture capital transactions and general corporate governance.
Describe your practice area and what it entails.
Goodwin’s emerging company and venture capital technology practice represents companies and investors throughout their corporate life cycle. This includes helping startups with their formation and initial structuring, fundraising, M&A or initial public offering exit events, and public company reporting. As day-to-day outside counsel, Goodwin lawyers provide strategic counsel on general legal and business issues and help facilitate work streams that require specialist input.
What types of clients do you represent?
Today, technology enables just about every facet of life, meaning any company can be considered a technology company. Goodwin works with companies across a wide range of industries such as AI, cybersecurity, fintech, gambling and fantasy sports, healthcare, manufacturing, and SaaS! The common theme among all our clients is that they are innovators working to solve problems and disrupt industries.
What types of cases/deals do you work on?
Giselle: The most frequent type of transactions I work on are financing transactions for companies that are raising capital through the issuance of securities and venture funds that are making investments. I also represent companies in their liquidity events. Although these transactions are a significant portion of what I work on, an equal portion of my practice focuses on guiding and advising clients on their ongoing legal needs.
Jason: I most frequently work on venture capital financings, M&A transactions, and public offerings.
How did you choose this practice area?
Giselle: I worked in the entertainment industry and at startups before law school, and I knew I wanted to focus on a practice area where creativity and innovation would be at the forefront. When I started practicing, I found the energy of the entrepreneurs to be contagious and knew this was the right practice area for me. I also find the work engaging. The clients that I work with are constantly facing novel business and legal issues that I help them navigate, which means I get to consistently learn and evolve my practice.
Jason: I worked at a startup during the summer after my 1L and loved the idea of being a lawyer for these types of companies, helping entrepreneurs tackle big challenges and build something from scratch.
What is a “typical” day like and/or what are some common tasks you perform?
Giselle: One of the most invigorating aspects of collaborating with entrepreneurs is that every day is completely different. Working with numerous companies across a variety of stages and industries means advising clients on a wide range of legal issues with varying levels of urgency and complexity. Some days are spent in board meetings, some reviewing and negotiating deal documents, and some on back-to-back calls. Every day has surprises. I am often the first call when an issue arises for a client. Some issues require a technical legal answer, and other times, the client just needs practical advice or a thought partner to talk through an issue. Most days I am also meeting with potential new clients and with my team focused on recruiting, training, and mentoring. Needless to say, the job is never boring or routine.
Jason: No day is the same, which is part of what I enjoy most about this practice area. I spend a lot of time on calls with clients working through questions and challenges, discussing legal as well as business issues. On any given day, I could be drafting or negotiating an agreement for a founder of a newly formed startup, a venture capital financing for a late-stage private company, or an SEC reporting document for a public company.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
Giselle: Law school provides an incredible opportunity to push your boundaries and learn to think differently. More than focusing on any specific substantive area, I recommend taking courses that interest you or professors that you are eager to learn from. The more you commit to and engage with the subject matter, your professors, and your classmates, the more long lasting and meaningful your leanings will be. You will absorb much of the substantive knowledge you need for any practice area on the job, and that knowledge will be constantly evolving, but the analytical skills and discipline you learn in law school will continue to serve as a foundation throughout your career. One exception—if you want to practice corporate law, take a course that will give you a basic understanding of financial statements and Excel (you will thank me later!).
Jason: Any class that touches on business skills or concepts would be helpful. Clinics or internships that provide the opportunity to get real work experience, particularly working with early-stage companies, is also beneficial.
What do you like best about your practice area?
No two days are the same! Working with entrepreneurs and investors involves an ever-changing environment, which means that in the morning either one of us may be drafting an SEC reporting document for a public company and in the afternoon meeting a potential new client looking to form a company that they think is the next Google or OpenAI.
What misconceptions exist about your practice area?
Giselle: Overall, people underestimate how much a corporate practice focuses on counseling and advising clients. It is an expectation that you have a mastery of the substantive legal issues, but a good business sense and the ability to provide practical advice considering the specifics of a client’s situation are what set apart the most successful practitioners.
What are some typical career paths for lawyers in this practice area?
Jason: Many lawyers in this practice area go in-house to help a startup or growth-stage company expand its internal legal operations or to a larger public company. Others may go inhouse to a venture capital firm. Lawyers in this practice area develop a wide range of skills given the role of outside general counsel closely advising executives through transactions, which is highly marketable for in-house positions or even nonlegal business roles.
How is it different working with entrepreneurs in contrast to large corporate clients?
Giselle: When working with entrepreneurs, the main point of contact for the client is often the founder(s)/CEO. To be an effective advisor, you have to translate legal advice into business terms so they can understand the impact to the business and the bottom line. There is also a greater sensitivity to cost and focus on efficiency and a higher risk tolerance, all of which need to be factored into advice to achieve the best result for the client.
Jason: Working with entrepreneurs means you are speaking with the key decision-makers for the client and someone who is incredibly passionate about their business. Often, it is the entrepreneur’s first time starting a business, and they are relying on their counsel to help them solve both legal and business challenges. It is rewarding to help someone scale something from an idea to a multimillion-dollar operation.
Jason Goldfarb advises companies throughout their corporate life cycle. He works with clients in a wide range of matters, including company formation; seed, venture capital, and growth equity financings; M&A; public offerings; capital markets transactions; and SEC compliance. His representations span a variety of industries, including digital media, 3D printing, fantasy sports, cannabis, beverage, digital currency, non-fungible tokens and blockchain, fintech, proptech, healthcare tech, mobile applications, enterprise software, and biotech. Jason also works with venture capital investors, advising them on structuring and executing their investment transactions.
Giselle Rivers provides strategic counsel to high-growth companies and their investors. She represents clients across a broad range of industries including software, media and entertainment, consumer products, AI, fintech, and digital health. Giselle advises companies in connection with financings, governance matters, strategic partnerships, entity formation, M&A, and securities offerings. Giselle also regularly represents venture capital and other institutional investors in connection with their investments and acquisitions.
Describe your practice area and what it entails.
Erica: As part of the strategic transactions and licensing practice group, we act as outside in-house counsel, partnering with our client leadership teams to navigate the protection of their core technology, structure strategic partnerships, and comply with applicable commercial, privacy, marketing, and other industry-specific laws and regulations. We guide our clients in establishing and managing key relationships to continue growing their businesses at all stages. For company clients, we focus on the creation, protection, and commercialization of technology, data, and IP. For investor clients, we evaluate risks to their investments, focusing on commercial, privacy, and IP protection practices.
What types of clients do you represent?
Erica: We represent leading venture capital funds and venture-backed companies across various industries, including AI, cryptocurrency, software, life sciences, bioscience, healthcare, media, telecommunications, financial technology, entertainment, and consumer products. Our clients are innovators at the forefront of developing transformative technology in their respective fields. Our team works with leadership teams at the early stages and as companies grow, we work with their general counsel and in-house legal team to transition day-to-day legal work in-house while serving as trusted advisors and specialists. Notable company clients include an AI client that develops AI-powered robots to help increase warehouse throughput and EvolutionaryScale, which created a generative AI model for biology to help with protein identification and selection.
What types of cases/deals do you work on?
Erica: Gunderson uniquely staffs by client, allowing us to work with a team from incorporation through exit. Many of the relationships I built as a first year are ones I still maintain as a sixth-year associate. Working closely with our clients on day-to-day legal questions as they grow allows us to proactively address potential risks and tailor our guidance based on their specific business needs. From day one, we draft agreements to protect a company’s confidential information and ensure the company owns all IP and technology developed by personnel. We also manage key agreements, policies, and procedures that structure engagements with customers, vendors, partners, investors, and acquirers, ensuring compliance with applicable laws and regulations.
On the investor-facing side of our practice, we conduct due diligence on the commercial, privacy, and IP aspects of our client’s investments and make recommendations regarding gaps in protection to help equip our investors’ portfolio companies for success in their growth moving forward.
What are some typical tasks that a junior lawyer would perform in this practice area?
Erica: At Gunderson, associates are hired directly into a group rather than a rotation system, so training starts early. Folks receive substantive work beginning on their first day. Our teams are super-leanly staffed, often with just a partner and an associate or a partner, a senior associate, and a junior associate. Junior associates are taking on meaningful responsibilities like communicating directly with clients, speaking on calls, and marking up agreements. For example, a junior associate on our team might be asked to lead a diligence call for an investor-side financing, draft a privacy policy, or communicate with a client about best practices when bringing on their first new hire.
What kinds of experience can summer associates gain at this practice area at your firm?
Erica: Each year, different associates are staffed as summer assignment coordinators to help our recruiting team ensure that summers are exposed to the types of assignments and deals they are most interested in, often across different practice areas depending on a summer associate’s preferences.
During my summer I worked on projects and assignments for our corporate, strategic transactions and licensing, and funds groups. This allowed me to understand how these different groups work together. It also helped me get a realistic sense of day-to-day work in my group so I was able to hit the ground running when I came back full-time. My summer experience is very similar to that of an associate.
How is it different working with entrepreneurs in contrast to large corporate clients?
Erica: In contrast to working with large corporate clients, we often work directly with key decision-makers and leadership teams as trusted advisors, helping them build their businesses and prepare for success in a hands-on way. You have a seat at the table, engaging in discussions with clients about their future plans, with your guidance valued from day one. We also guide clients who may not have worked with lawyers before, helping them understand what to look for and how we provide the support they need. The work is exciting and fulfilling, allowing you to build relationships that help make your clients’ goals a reality. We get to celebrate the companies’ wins together as partners rather than just another vendor.
Erica Davis’ practice focuses on strategic transactions and intellectual property (IP) asset strategy, protection, licensing, and commercialization. She specializes in corporate partnering, strategic alliances, data privacy and protection, and technology commercialization and has served as a guest lecturer on these topics at Cornell. Erica acts as an outsourced general counsel and strategic advisor to a wide variety of venture-backed companies in the AI, cryptocurrency, software, consumer Internet, bioscience, media, healthcare, telecommunications, financial technology, and entertainment technology industries. Erica also represents these companies in negotiations of commercial agreements and advises these companies and leading venture capital firms on the technology, IP, commercial, and privacy aspects of venture capital financings, mergers, acquisitions, and similar deals. She counsels clients on risk and opportunity when transmitting personal data in their business transactions and product development.
Describe your practice area and what it entails.
The core of my practice entails advising clients on venture capital investments. I work with both companies and investors. I am involved in every stage of a transaction, from negotiation of the term sheet (which sets out the most important terms of the transaction), through drafting and negotiation of the definitive agreements for the transaction, to the final closing of the transaction.
When I represent companies in their venture capital financing transactions, I often continue working with them on their day-to-day legal needs, including stock option grants, corporate governance matters, commercial agreements, and any other legal issues that arise.
I am often the first point of contact for the client, and I then work to find the specialists at our firm who can assist with the specific matter, where necessary.
What types of clients do you represent?
I represent technology and life sciences companies of all sizes. They range from pre-seed companies that are just starting out to late-stage companies that are ready to either get publicly listed on a stock exchange or go through a sale transaction.
I also work with investors investing in these companies, again ranging from small seed investments to large late-stage financings.
What types of cases/deals do you work on?
I mostly work on venture capital financings, sometimes on the company side (i.e., representing the company that is raising money from investors) and sometimes on the investor side (i.e., representing the investors giving money to companies). I also work on sale transactions, where a client is being sold or is acquiring another company. Finally, I work on corporate reorganizations, where, for example, a company is carving out a business line to be operated as an independent company.
How did you choose this practice area?
I studied engineering before going to law school, so I always wanted to stay close to technology startups. I was lucky enough to work with some great mentors in my early years who were passionate about this practice, and those experiences solidified my initial interest in pursuing this career.
What is a “typical” day like and/or what are some common tasks you perform?
There is no typical day, which is what makes this practice both interesting and, at times, stressful. Some days I start with a list of two or three things that I want to accomplish, and by the end of the day, I will have accomplished one or none of them!
However, in terms of routines, I start the morning by reading emails I received overnight (since I work with clients and colleagues across many different time zones). I then prioritize my to-do list based on client needs. I delegate what I can to more-junior associates and paralegals—this helps them gain experience, keeps costs as low as possible for clients, and allows me to service more client requests. I then do the drafting work that I have reserved for myself, as well as reviewing the work product that I had previously delegated. This all happens in between calls with clients, opposing counsel on the various deals I work on at any one time, and colleagues, as well as responding to incoming emails throughout the day as much as possible.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
In terms of black letter law classes, Contract Law, Securities Law, and Business Organizations are probably the most important. However, also immensely helpful are practical seminars and courses that might be taught by practitioners. In my third year, for example, I took a course where a practitioner walked us through the anatomy of a different transaction every day, and that was immensely helpful to me as a junior corporate lawyer.
What is the most challenging aspect of practicing in this area?
I service a lot of clients, and at times, staying responsive to all incoming client requests becomes challenging. It is not uncommon for me to work on more than 10 or 15 client files in one day, so staying organized and having a good system to track ongoing projects is essential to my practice.
What do you like best about your practice area?
What makes my practice challenging is also what makes it interesting. Because I work with a lot of different clients, I see a lot of new and interesting legal problems, which keeps my work intellectually interesting. At the end of it all, I am in the business of solving problems for clients, and that’s what keeps me logging back in every day.
What are some typical tasks that a junior lawyer would perform in this practice area?
On transactions, junior lawyers are usually in charge of due diligence review, meaning reviewing documents for important terms that may impact how the transaction is structured. They usually also get responsibility for drafting ancillary documents and for organizing the process of closing a transaction.
Outside of transactional work (which we also do in our practice group), they help with drafting corporate maintenance documents such as board resolutions.
Aria Kashefi is a strategic advisor and legal counsel to emerging technology companies as well as venture capital and strategic investors. He combines his engineering background and years of legal experience to provide practical, business-focused advice to his clients as they continue to grow their business. Aria advises on a variety of transactional matters in the United States and internationally, including venture capital financings, exit transactions, technology licensing, corporate reorganization, governance, and corporate and securities law.
Describe your practice area and what it entails.
I advise emerging companies at all stages of the startup life cycle, and I also advise venture capital funds that invest in these companies. My team is the first point of contact for startups during critical moments in their life cycles, such as formation, scaling their employee base and commercial relationships, fundraising, and an eventual exit. For investor-side representation, I help structure and negotiate financing transactions, manage the due diligence process, and provide ongoing legal support to portfolio companies. The goal is to help both entrepreneurs and investors navigate the current market conditions and legal landscape while calculating and mitigating risks.
What types of clients do you represent?
I represent a diverse range of clients, from early one-founder startups to later-stage Series D companies with over 150 employees and from family offices of wealthy individuals to public companies with investment arms. Being in Seattle, my company clients are often enterprise-focused and in the software industry, including generative AI, machine learning, and cloud computing, though I also have a healthy mix of clients in other technology, life sciences, healthcare, and consumer product verticals. On the investor side, I work with in-house counsel in the family offices of wealthy individuals in their private investment endeavors. I also work with traditional venture capitalists who produce a steady stream of deal flow and corporate venture arms of strategics that invest in start-ups they may eventually acquire.
What types of cases/deals do you work on?
I primarily work on equity financings that may involve simple agreements for future equity (SAFEs), convertible notes, preferred stock, and secondary transactions. I also take on a number of mergers, acquisitions, and sales transactions each year, many of which are for our startup clients as they achieve a successful exit. Occasionally, I also serve as “local” counsel, advising on U.S. securities law issues in international transactions, and those experiences are always interesting.
How did you choose this practice area?
The founders of our startup clients are risk takers, hyper-focused, and fully committed to their product or market opportunity, and I find their passion infectious. Some of the times that I enjoy most during my day are when I’m talking to founders about how deal terms may affect their ability to scale, open new doors, or meet other growth targets. I am particularly interested in startups with a social purpose thesis and social impact investors, and being able to provide highly sophisticated advice as they consider strategic transactions is a fulfilling role.
What is a “typical” day like and/or what are some common tasks you perform?
At a high level, my typical day consists of negotiating deal documents for several financing transactions and managing the team to move the other pieces of transactions forward while advising clients on legal issues that could include intellectual property (IP), employment, tax, or corporate governance matters. For financings, I might be reviewing, drafting, or negotiating financing documents, creating a pro forma capitalization table model, or overseeing closing logistics. Otherwise, I am helping clients solve various issues or serving in a general counsel role for the client’s company through activities such as attending a board meeting and taking minutes, preparing a separation agreement for a terminated employee, administering employee equity, and negotiating commercial contracts.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
Being well-rounded is important. During law school, I took classes in venture capital, securities law, M&A, and contract drafting, which allowed me to develop core competencies in this role. But I also took courses in corporate tax and IP, and I refreshed my understanding of my undergraduate economics/finance materials so that I can identify basic issues in these areas and loop in specialists when needed. But, ultimately, the bulk of my training came from just getting in reps and learning from more-senior attorneys. In this space, clients want practical and actionable advice, and fine-tuning your skills takes practice. Also, sharp project management skills—such as being organized, juggling multiple priorities without letting anything slip through the cracks, and always pushing matters forward—will make one highly successful in this role.
What is the most challenging aspect of practicing in this area?
Many of our clients are first-time entrepreneurs, and although they are rock stars in their industry, their company might be totally new at navigating the business world. Coaching and guiding founders from an objective third-party viewpoint can be a challenge, especially in a transaction setting where things are dynamic and moving rapidly. Also, because I represent such a wide variety of clients, I may be working on many different transactions and matters in a given day, and it can be challenging to resolve any overlapping deadlines and keep sight of all the balls in the air.
What kinds of experience can summer associates gain at this practice area at your firm?
Summer associates at our firm can expect to take on substantive work that any junior associate would handle, such as drafting formations and board and stockholder consents, conducting due diligence in deals, and researching the answers to various legal issues. We will put summer associates in front of clients as part of the corporate team, and they will interact with clients directly. We also include summer associates in interesting meetings such as board meetings, negotiation calls, and strategy sessions.
What are some typical career paths for lawyers in this practice area?
After working with emerging companies, some lawyers become inspired to start their own companies. But more typically, ECVC lawyers remain in private practice and go on to become counsel or partners at their firms. Others might become in-house counsel at companies of various sizes, investment arms of companies, or venture capital funds. Often, those who take on in-house roles at companies may use their legal foundation as a springboard to business roles or executive positions.
How is it different working with entrepreneurs in contrast to large corporate clients?
Entrepreneurs and large corporate clients can differ in risk tolerance, expectations, and timing. Entrepreneurs often thrive on risk, want quick turnarounds to accelerate their business, and can be more open to creative solutions. They are also deeply involved in every aspect of their business and might wear multiple hats at their companies; for example, the initial chief executive officer can also serve in the roles of chief financial officer, human resources professional, and chief operations officer. On the other hand, large corporate clients have more established decision-making processes that run through multiple layers of approval. Decisions are often made by committees or specific departments, and they require that different factors be taken into account when calculating risk. For example, family offices heavily weigh reputational risks that entrepreneurs might not. But they may not worry about conducting full legal diligence in a financing, choosing to rely on a co-investor’s diligence if they are not leading the round.
Trey Chenier counsels high-growth companies on corporate issues, including financings, commercial agreements, and general corporate matters. His experience includes representing early-stage companies across numerous industries as they raise capital through angel rounds or series financings and advising venture funds as they manage their portfolio of technology companies. Trey maintains a robust pro bono practice in which he counsels clients on contract issues, and he also works with professional sports teams on strategic transactions and with former players as they build their post-career ventures.
Describe your practice area and what it entails.
My practice area is private investment funds, and I represent venture capital and other private fund sponsors on a wide range of matters, including fund formation and fundraising, firm operations, internal structuring, and regulatory compliance. The private investment funds group at Proskauer is the leading practice of its kind in the marketplace. We have market-leading capabilities in fund structuring and operations for closed-ended funds in a wide range of asset classes including venture and growth, private equity, buyout, credit, secondaries, and real assets. Our client types span a vast array of areas and industries and include global institutions, mid-market and large buyout houses, boutique industry-specific sponsors, funds of funds, sovereign wealth funds, family offices, and new managers.
What types of clients do you represent?
We represent a broad range of leading private fund sponsors across asset class, industries, sectors, and geographic locations. My client representation is focused on venture capital and credit fund managers, drawing on my prior in-house experience as general counsel at a technology-focused venture capital firm and as the lead lawyer for the U.S. alternatives platform at a large multistrategy asset management firm with a large private credit platform.
What types of cases/deals do you work on?
Our group represents a diverse client base, giving us insight into fundraising trends globally and across asset classes. I work with large institutional asset managers on multibillion dollar fundraisings as well as emerging managers with strong track records or breakout strategies looking to launch a first fund. I also represent sponsors in joint ventures with other sponsors or financing sources.
How did you choose this practice area?
I started my career as an M&A attorney and began to focus more on private funds after several years of practice. I enjoy transactional work and am drawn to the collaborative, completion-oriented nature of fundraising and fund operations. Our practice is very strategic. We have the opportunity to leverage our expertise to advise our clients on the formation of fund vehicles that will support their businesses and cement their relationships with limited partners for years to come.
What is a “typical” day like and/or what are some common tasks you perform?
There is no typical day! Every day is different, and that is part of what makes this work so interesting. Working with multiple clients at various points in their fundraising activities means juggling structuring conversations, strategic planning sessions regarding platform growth or strategy expansion, investor negotiations, drafting, and working closely with my teams to get everything done.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
I think the best training is in a law firm or in-house environment—get an internship, ask for shadowing opportunities, and really dig in and try to understand the practice. If you are interested in venture capital, talk to investors and entrepreneurs and get an understanding of their business. I also think it is very helpful for law school students to take a few finance and accounting classes. Our clients are investors, and understanding how they approach their investments and how the economics work their way through the structures of a private fund will give you a strong foundation to build on as you develop your career.
What do you like best about your practice area?
Our clients are executing incredibly interesting investment strategies, and we get to see them all. Private funds is a vast practice area, and in partnering with my clients, I have the opportunity to really learn about their businesses and the types of investments they are pursuing: AI, software, clean energy, etc. We work alongside our clients to help them scale their businesses and advise them as they consider how best to position themselves for long-term success.
What is unique about your practice area at your firm?
The Proskauer private funds group has unparalleled strength and depth in fund formation, fund transactions, and fund financing. This triple strength, along with our industry and sector focus, distinguishes us from other private fund practice areas. It allows our junior lawyers insight into a dynamic practice and provides them with broad exposure to the private funds landscape.
What are some typical tasks that a junior lawyer would perform in this practice area?
Junior lawyers have the opportunity to take ownership over the process management behind fund formation, learning the ins and outs of the many steps to get from structuring conversations to closing. Our junior lawyers also prepare ancillary documents and assist with initial drafts of some of the key fundraising agreements, including side letters. These tasks are the building blocks for understanding how the various documents work together and how the fund sponsors interact with their investor base, positioning our junior associates for success as they move into more-senior roles on the team.
What are some typical career paths for lawyers in this practice area?
The private funds practice has grown tremendously in the past 20 years. Not only in terms of the breadth of industry and sector coverage but also in terms of the sophistication of fundraising and private funds transactions. I have had the opportunity to practice in-house at a large multistrategy asset manager and as general counsel at a technology-focused venture firm and a partner at Proskauer. I have colleagues who have transitioned to the business or operations side of the practice area as well as those who have pursued investor relations roles at private fund managers.
Jennifer E. Crystal is a partner in Proskauer’s corporate department and a member of the private funds group.
Her practice focuses on representing private fund sponsors across asset classes, including credit, venture, and private equity. She advises on a wide range of matters, including fund formation and fundraising, firm operations, internal structuring, and regulatory compliance.
Prior to joining Proskauer, Jen was partner and general counsel at the technology-focused venture capital firm WndrCo and previously was the lead lawyer for the PineBridge Investments’ U.S. alternatives platform.
Jen earned her J.D. and LL.M. from Duke University School of Law after receiving a B.A. from the University of Pennsylvania.