Who I work with

You are probably here if:

• You are signing agreements you have not had reviewed, because a review costs more than the deal appears to be worth.
• You have investors interested, and a corporate structure that was set up quickly and has not been looked at since.
• You need commercial judgement as much as legal drafting, and you cannot afford to hire both.
• Your last quote from a law firm was priced for a company several sizes larger than yours.

Early-stage companies are usually under-lawyered in the areas that matter and over-charged in the areas that do not. What is actually needed is someone who can handle the incorporation and the shareholders’ agreement, review the customer contract before it is signed, tell you whether the partnership on the table is worth having, and do all of it in proportion to the size of the company.

That is what I do here. Legal work and commercial judgement from the same person, at the number of hours you can carry, with a cost you agree in advance.

Typically:

• Incorporation and corporate structure, in Israel or abroad
• Founders’ agreements, employee and consultant arrangements, option plans
• Customer, supplier and partnership agreements
• Investment documentation and the diligence process
• Privacy and data protection where customer data is involved
• Commercial strategy, pricing, partnerships and go-to-market judgement

You are probably here if:

• You are opening an operation in a country you do not know, and you are not sure what you do not know.
• You have been given the name of a local law firm and have no way of judging whether they are any good.
• You are moving into a sector with commercial customs and regulatory expectations you have not dealt with before.
• You have been told the structure is “standard,” and you would like someone to confirm that independently.

Expensive mistakes abroad are rarely made in the contract. They are made in the structure, in the choice of local partner, in a tax or regulatory assumption that held true at home and does not hold true there, and in the commercial customs nobody wrote down.

I have set up entities and launched operations in sixteen countries across four continents. Just as usefully, fifteen years of doing it has left me with a network of law firms and specialists in those markets whom I know personally. You get the right local expert, chosen rather than found, and coordinated so that you continue to deal with one person.

Typically:

• Choosing the entity type and jurisdiction, and structuring the ownership
• Formation, registration and the initial regulatory position
• Selecting, briefing and managing local counsel and advisors
• Distribution, agency and partner agreements in the new market
• Commercial strategy for the entry itself — what to commit to, and in what order
• Ongoing coordination once the operation is running

You are probably here if:

• You are acquiring a business, being acquired, or merging, and you need someone who has closed transactions and then had to live with them.
• A regulator, a tax authority or a competition authority has made contact.
• A significant commercial relationship is deteriorating and the next step will determine what it costs.
• You need a general counsel’s judgement for a defined period, without hiring one permanently.

These situations are legal and commercial simultaneously, they move quickly, and they are usually accompanied by more internal politics than anyone admits. Having advised chief executives and management teams through acquisitions, regulatory processes across several jurisdictions, and negotiations with counterparties many times their size, I can hold all three at once — the legal exposure, the commercial consequence, and the dynamics between the people involved.

Typically:

• Mergers, acquisitions and disposals, including post-closing integration
• Engagement with regulators, tax authorities and competition authorities
• Disputes, and the negotiations that keep them out of court
• Restructuring, and complex commercial renegotiation
• Fractional general counsel for a defined period
• Advisory to the chief executive and the management team through the process