Practice Area Insights: The Exciting World of Emerging Companies

Published: May 17, 2023

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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 cannot 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).

In our guide, Practice Perspectives: Vault’s Guide to Legal Practice Areas, attorneys from law firms with top-ranked Emerging Companies & Venture Capital practices share insights about their practice, including what types of cases & deals they work on and what kind of training they recommend to excel at their field of law. Keep reading for their insights!

What types of cases/deals do you work on?

Laurie Bauer, Partner—Cooley: My transactional work primarily consists of capital raises (from simple early-stage seed investments to more complicated priced equity rounds and pre-IPO financings), together with company sales or acquisitions. I also work with companies on more day-to-day corporate counseling.

Brittany Nicely, Associate—Gunderson: I frequently negotiate licensing, pre-clinical, and clinical arrangements with major research institutions, including: Dana-Farber Cancer Institute, Duke University, Fred Hutchinson Cancer Research Center, MD Anderson, various campuses of the University of California, and Yale University. I recently negotiated research and collaboration arrangements to enable the creation of new therapies for patients with cancer and exclusive in-licenses to develop and commercialize technologies for treating certain diseases with major research institutions and/or large U.S. and international companies. I also help clients draft website policies and structure and negotiate technology transfer, supply, and manufacturing and distribution agreements.

Anthony S. Wang, Partner—O’Melveny: All types of investment transactions, including early-stage venture capital investments, growth capital investments, and PIPE investments, as well as traditional PE sponsor deals and strategic joint ventures. I also work with my clients on various exit-related transactions, including those involving de-SPACs and traditional buy or sell-side M&A deals. For many of my clients, I’m their primary outside general counsel, so with the help of my team, I will also advise on various day-to-day matters, such as on labor/employment, executive compensation, tax, intellectual property, and even litigation.

What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?

Laurie Bauer: Take general corporate classes, securities law, and tax. It’s important to have the ability to get to the key issues and provide succinct advice to clients who have a thousand things on their plates every day, so if you can get experience in a clinic that is great. The nuts and bolts, however, will also be learned once you join our practice group at Cooley. As such, I think taking classes that interest you, enjoying law school, and doing well there should be the focus for any law student.

Brittany Nicely: I did not take any classes specific to the Tech Group in law school, but if I could go back to law school I would take intellectual property classes and more advanced corporate partnering classes. I took Accounting for Lawyers, which I think is helpful for any associate who wants to do transactional work. Privacy is such a hot topic right now and it’s very complex, so getting a baseline understanding when you’re in law school would be really helpful, no matter what practice you go into.

Anthony S. Wang: In terms of training and classes, I would say do your best in law school to learn to think critically, regardless of the specific legal subject. Moreover, since law school is more litigation focused, I suggest taking some business classes (including those that may be offered outside of the law school) such as basic Corporate Finance, Mergers and Acquisitions, Negotiations, Tax, and Accounting.

To grow and develop your skills, my best recommendation is to be proactive, i.e., not just doing what’s being asked of you but thinking one or two steps ahead and trying to help your team in any way possible. Be willing to go outside your comfort zone and really push to learn and to do—go above and beyond the call of duty.