Strategic Business Counsel

A general counsel is a force multiplier.

Diligence readiness, market readiness, risk analysis and remediation — for companies and nonprofits across industries.

Much of what slows a company down is not a legal problem. It is a decision nobody yet has enough information to make. Having a general counsel means having someone to think it through with — on the opportunities as much as the problems.

What the work looks like

Legal advice is one tool among several. These are the four areas where Raphael is most often asked to look at something that is holding the business back.

Diligence readiness

What breaks when a buyer, an investor, or an enterprise customer looks hard at the business. Finding it first, while it is still cheap to fix and while you control the timeline, rather than during a deal when you do not.

Market readiness

What has to be true before you can sell into a larger enterprise, a regulated buyer, or a new jurisdiction. Procurement, security review and compliance questions tend to arrive together, and usually after the deal is verbally agreed.

Risk analysis

Risks ranked by what they would cost the business, not by how interesting they are legally. A long list of theoretical exposures is not useful. A short list of the ones worth money and attention is.

Remediation

A sequenced plan for the gaps that matter: what to fix now, what can wait a quarter, and what to document and accept. Knowing which risks to live with is as useful as closing them.

Why counsel, rather than a consultant

Some of this overlaps with what an operating adviser does. Three things are different when the person doing it is your lawyer.

The work can be privileged

Analysis done by counsel in the course of providing legal advice can carry attorney-client privilege. The same review by a non-lawyer consultant generally does not. When the subject is what might go wrong, that distinction matters.

Problems surface in legal documents first

Contracts, the cap table, employment files and disputes are where unresolved business problems become visible. Someone already reading those documents is positioned to see a pattern before it becomes a deal issue.

One person holding the whole picture

Specialists brought in per matter see a slice. Counsel who stays with the business across contracts, hiring, fundraising and compliance can connect what happened in one area to what is about to happen in another.

Across industries

Raphael works with privately held companies, startups and nonprofits in a range of sectors. The recurring questions — what a counterparty will find, what a regulator expects, what a risk actually costs — travel well between them.

Scope, plainly. This is legal counsel. Raphael is admitted in New York and Washington and works with clients nationwide on matters those admissions permit. Where a question is properly for an accountant, banker, insurance broker or industry specialist, the answer is to say so and help bring the right person in.

No engagement guarantees a particular outcome, and nothing here is a prediction about any specific matter. Every situation turns on its own facts.

What is holding you back?

Describe it in a line or two. If it is a legal problem, Raphael will say how he would approach it. If it is not, he will say that too.