Corporate Counsel (Contractor)

Required

• You're an emerging-companies lawyer who has guided startups from incorporation through priced rounds. You know Delaware corporate mechanics cold, keep cap tables clean, and can explain a pro rata right or liquidation preference to a first-time founder in two sentences.
• You move fast without letting governance details slip. You're responsive, low-ego, and focused on getting deals closed. We're especially excited to meet attorneys who trained in a top emerging-companies or venture practice and have since worked in-house or as a company's sole counsel.
• Formation and structure: incorporations, LLC-to-C-corp conversions, Delaware reincorporations and flips, subsidiaries, and foreign qualifications.
• Founder matters: founder stock purchases, vesting, 83(b) elections, and IP assignments.
• Governance: board and stockholder consents, minutes, bylaws and charter amendments, and annual compliance including Delaware franchise tax.
• Equity: equity incentive plans, option and RSU grants, 409A coordination, cap table hygiene, and Rule 701 and blue-sky compliance.
• Financings: company-side SAFEs, convertible notes, and priced seed and Series A rounds, including term sheets, closing checklists, and investor rights agreements.
• Secondaries and transfers: ROFR and co-sale processes, tender offers, and stock transfer requests.
• Diligence and transactions: data room prep, diligence responses, and support on smaller M&A and acqui-hires.
• Cross-functional support: coordinate with employment counsel on equity grants and with commercial counsel on corporate approvals for major contracts.
• Scale the practice: turn recurring work into templates, checklists, and quality bars, and work with product and engineering to improve our tools.
• J.D. and active bar membership in good standing