S. Lawyering for Growth: The Role of the GC in Scaling Tech Startups

Joining a hyper-scaling startup as general counsel can present an attorney with an attractive opportunity to influence the trajectory of an exciting new technology and a new organization with the possibility of significant financial upside. At the same time, operating in a fast-growing, sometimes resource-strapped environment presents a unique challenge for a startup GC. Startup GCs must navigate a heightened need for growth and appetite for risk in the context of limited formal processes. With the right prioritization, risk tolerance and process building efforts, startup GCs can build a legal function that adds increasing value as their organization scales.

Students will explore the course material through the lens of a hypothetical startup, with its industry, geography, size and other defining characteristics to be established by the participants in the first session of class. The course leverages readings from foundational books on lawyering at high growth, technology companies, legal and business case studies, contract templates, negotiation exercises, and insights from experienced startup GCs who will join as guest speakers.

The first two sessions will introduce the pressures of the startup environment and the importance of positioning the legal function as a strategic business partner. Subsequent classes will focus on the people, processes, and legal frameworks a startup GC must establish to drive commercial growth. The following classes will address the protection of company intellectual property, the governance of AI, and the navigation of uncertain regulatory landscapes. The later sessions will
examine the GC's role as the company scales, including advising on employment matters, managing equity compensation, and leading M&A activity. The course will conclude with a discussion of whether students see themselves as a fit for a startup GC role and how they might develop a personal brand as a startup legal leader.

In addition to a final paper, students are expected to be actively engaged in class discussion, particularly in conversations with guest speakers. In addition, students will deliver presentations, acting as the GC presenting to the management team, on an emerging issue affecting the class's hypothetical startup company.