CounselX P.C.
Corporate & Strategic Counsel
Formation, founder agreements, governance, equity documents, and financing preparation for startups and closely held businesses.
Umar Farooq leads every matter.
Get in touchGet the ownership and decisions in writing.
Who owns the company? Who can make important decisions? What happens if a founder leaves? CounselX helps document those answers and keep the records current. The work also covers equity arrangements, financing documents, negotiated shareholder buyouts, and the cleanup an investor or buyer will expect.
When an ownership change involves a disputeWhen to get advice
Get advice before agreeing on founder equity, promising shares, taking investment, or engaging someone to develop the company’s core IP.
How CounselX can help
- Entity formation and organizational documents, with tax and jurisdiction-specific advice coordinated separately
- Founder roles, ownership, vesting, departures, decision rights, and deadlock provisions
- Board and shareholder approvals, governance records, and ongoing corporate housekeeping
- Equity documentation, capitalization-table cleanup, and financing-round documents
- Founder, employee, and contractor IP assignments and confidentiality arrangements
- Employment, consulting, advisor, and equity-compensation agreements, with local employment and tax advice separately engaged
- Financing and exit readiness: organizing ownership records, approvals, IP rights, and material contracts for diligence
Working together
Formation, founder agreements, financing documents, and equity cleanup can be handled as projects. Recurring governance work may fit Outside General Counsel. Tax, accounting, local-law advice, and specialist filings are separate.
Relevant experience
Represented a technology company in the buyout of a departing shareholder. Drafted the share purchase agreement, IP assignment, and assignment and assumption agreement. Other work includes a healthcare technology acquisition followed by a Series A financing and ongoing company advice from seed stage through exit.
Client matters are described without identifying details. Prior results do not guarantee a similar outcome.
Common questions
Do we need to be a venture-backed startup?
No. CounselX works with founders and closely held businesses across industries. The documents should fit the ownership structure and business plans, not a standard startup model.
What should founders agree on early?
Equity, roles, decision-making, vesting where appropriate, and what happens on a departure or deadlock. The company’s rights to founder and contractor IP also need to be documented.
Can you help when an owner leaves?
Yes. Work can include a negotiated buyout, payment terms, IP assignments, continuing obligations, and the approvals needed to document the change. If the parties disagree, conflict review comes first and each side may need its own counsel. Tax advice is separately engaged.
Can you help with a financing round?
Yes. Work may include the cap table, approvals, IP assignments, diligence materials, and financing documents. Securities requirements depend on the offering; specialist advice and filings are coordinated separately where needed.
Can we promise equity informally?
Get advice before making the promise. Even an informal offer to a friend or contractor can raise ownership, securities, tax, or employment issues.
Do you provide tax or accounting advice?
No. Entity choice and equity arrangements can have tax and accounting consequences. Those advisers are engaged separately from CounselX’s legal work.