The following is an excerpt from Practice Perspectives: Vault’s Guide to Legal Practice Areas.
Charles Torres, Partner, and Paul Navarro, Associate—Business
Recognized as a top attorney by The New York Enterprise Report, Charles Torres leads Perkins Coie’s east coast Emerging Companies & Venture Capital practice. He counsels emerging companies throughout all phases of growth, as well as the venture capital and angel investors that fund and acquire them. Charles helps startups achieve their goals by providing practical, stage-appropriate, business-oriented advice focused on a variety of general corporate and governance issues, including formation, board issues, equity and debt financings, and M&A exit events, to name a few areas. He was a founding partner of Women Innovate Mobile—a first-in-kind accelerator for female-founded companies—and serves on the steering committee of the firm’s LeadBetter program.
Paul Navarro provides practical business counseling to help emerging companies succeed in such areas as entity selection and formation, corporate governance, and company development. Paul advises and assists on early and late-stage venture/equity financings, mergers and acquisitions, and a variety of IP and other contract negotiations. His industry experience includes working with clients in the software and technology sectors, as well as the medical and entertainment industries. Paul also helps several venture funds in financings and new fund formations. For both startup and industry-leading companies, Paul has been the lead associate negotiating and drafting complex operating agreements, IP licenses, services/product purchase agreements, and joint venture agreements.
Describe your practice area and what it entails.
Charles: We represent technology companies and emerging brands that are changing the world around us—the way we create, consume, and connect. Our practice focuses on a vertical and entails everything from the formation of startups to the handling of mergers and acquisitions to corporate governance … and everything in between.
Paul: An emerging company attorney functions as general counsel to young companies that aren’t yet ready to hire in-house attorneys full time. In practice that means I’m a generalist or like a swiss army knife of the law, counseling startups on a myriad of issues they face as they try to grow from innovative ideas into market disruptors. But I also help venture capitalists create investment funds, as well as make investments in and conduct due diligence on potential portfolio companies.
What types of clients do you represent?
Charles: We represent technology companies and emerging brands that are generally venture-backed, as well as the venture capital funds, corporations, and family offices that invest in and acquire these companies.
Paul: I work with a wide variety of clients in the startup space, from first-time entrepreneurs with exciting, new ideas looking for advice about how to turn those ideas into a company, to seasoned founders that have ridden the rollercoaster of the startup lifecycle many times.
What types of cases/deals do you work on?
Charles: While I counsel clients on a variety of matters daily, I spend much of my time advising management or working on venture financings and mergers and acquisitions.
Paul: Most often, I work on various types of fundraising deals, which can take the form of simple agreements for future equity (a growing trend in Silicon Valley), traditional convertible notes, preferred stock financings, and secondary sales of stock. But in connection with such deals, a company sometimes also needs to reorganize as a new corporate entity, fundamentally rearrange its capitalization table, or create or amend the structures it was using to incentivize its employees. I help companies with each of these kinds of transactions as well.
How did you choose this practice area?
Charles: I started my career as a litigator and eventually realized that, for me, it was more rewarding to be convincing in a boardroom than in a court room. I saw the world moving quickly toward a focus on technology and fell in love with the variety of businesses upending existing models. The opportunity to strategically help an emerging company grow to its full potential—and see the founders succeed—is one that cannot be found in any other practice area. Working in this field allows me to apply both my technical legal expertise and my love for entrepreneurship.
Paul: I am a recovering litigator. The startup practice drew me in because it is one of the few practice areas in BigLaw where an entrepreneurial associate can bring in clients on a consistent basis very early in their career. As a litigator, I was seldom able to provide the type of advice that people in my network were looking for. As soon as I made the transition to the startup practice, I was almost immediately able to start providing useful information to many of my former college classmates who were transitioning to startups from business school, the consulting world, or a few years of engineering work at Fortune 500 companies. I felt like I was helping to build something exciting and useful. I had never felt quite the same way as a litigator.
What is a typical day like and/or what are some common tasks you perform?
Charles: My days are generally filled with client calls and meetings. I work closely with the other partners, counsel, and associates in my group on a daily basis, providing frequent oversight and mentoring.
Paul: On a typical day, I will email and call no fewer than five to seven clients, and I will counsel them on a wide range of topics, such as explaining the process for onboarding a new employee, figuring out how to approach a venture capitalist when looking for a new round of financing, revising a term sheet, coordinating a call with a patent specialist to help a client prepare to file a patent on a technological breakthrough, and revising materials that will be distributed at an upcoming meeting of the board of directors of a company. The diversity in the type of clients I work with (both the industry in which they work and the stage of development in which they find themselves) leads to a great amount of diversity in my everyday tasks.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
Charles: There are a variety of law school classes that provide a good foundation for those interested in emerging companies work. The material taught in courses in securities law, corporations, contracts, mergers and acquisitions, and intellectual property is all directly related to the work emerging company lawyers handle. I’d also recommend a course (or two) on behavioral psychology.
Paul: Experiences that put you directly in front of a client or that demand that you handle a high volume of client requests are great training opportunities for this practice. A smart, hard-working person can learn the legal skills needed to properly advise a client regarding technical legal questions, but working in a high-pace environment will help teach the interpersonal skills that are important for providing great client service. I also recommend that young attorneys work on developing their networking skills and gaining a grasp on the fundamentals of business and accounting.
What is the most challenging aspect of practicing in this area?
Charles: Emerging companies work is often fast paced, and lawyers regularly work under tight time constraints to get their work done. To be successful, a lawyer must be able to juggle competing client interests and priorities, while always keeping all clients’ needs in mind. Like many lawyers, I work in an area with an “on-demand” culture, so people expect quick responses to their questions and requests.
Paul: It can be difficult to manage the incredibly high volume of clients that we counsel in our practice, especially for young associates who are trying to learn the basics of this area of law. However, with good role models, associates can quickly pick up the strategies they need to handle the many demands on their time.
What do you like best about your practice area?
Charles: I enjoy many facets of my work, but I particularly like the diversity in my practice—I handle different tasks every day. In addition, I get to work with both new and well-established companies that can effect change in the world. I like to think that, through my work, I also have a part in making those changes happen.
Paul: That’s easy—the energy and creativity that seem to pour out of my clients embarking on new ventures. That positivity is infectious and motivating. But I also love that the structure of the practice allows young associates to build their own client bases. This practice area rewards entrepreneurship in a way and at a pace that is not often seen in other areas of law.
How do you see this practice area evolving in the future?
Charles: I believe that as more and more companies consider themselves “technology companies,” the core legal services comprising the vertical (intellectual property, venture capital, mergers and acquisitions, licensing and data privacy, capital markets, and IP litigation) will all continue to grow and become integral to corporate strategy. I think our vertical is expanding.
How is it different working with entrepreneurs in contrast to large corporate clients?
Charles: Working with entrepreneurs is a much more personal experience. I often become friends with founders and very much share in their excitement (and sometimes disappointment). This is very rewarding but can be challenging at times.
Paul: When working with entrepreneurs and younger startup companies, I often have a more direct line to the business executives who plan and execute the strategies for company growth than when I work with larger corporate clients. When working with more mature companies, the legal issues often get more complex, but my advice to management often gets filtered through in-house counsel.