What does standing counsel actually do for an owner?

Reads the documents before they are signed rather than after they are disputed. Contracts, partner arrangements, employment paperwork and the corporate record are the four places where a routine decision quietly becomes a lawsuit or a price reduction three years later.

When does a business owner actually need a lawyer?

Earlier than most call one. The cheapest moment is while you still control the timetable: before the contract is signed, before the partner leaves, before the buyer's diligence finds it. Everything after that is repair work at a worse price.

My co-founder and I never papered anything. How bad is that?

Fixable now, expensive later. Undocumented equity promises and missing governance become claims at exactly the moment there is money on the table, and a buyer will hold back against them rather than adjudicate them.

Do I need this if I already have a corporate lawyer?

Not necessarily. The reason owners bring this work here is that the same person handles what happens when it goes wrong, in litigation or in a sale, which changes how the documents get written in the first place.

What should I fix before I ever think about selling?

The cap table, the contracts that need consent to move, the employment classifications, and any tax filings that are not current. Those four are the ones that surface in diligence and cost price rather than deal points.

The paperwork your business runs on

Outside general counsel · Nationwide

Your business needs a smart attorney to protect it.

Most of what your company runs on was downloaded, inherited from the last owner, or never signed at all. The day somebody has to read it is the day it decides who pays. A senior lawyer on call at $200 an hour — the same bench the Fortune 500 pays $2,500 for.

Book a confidential consultation

No charge · no commitment

Trained at the number-one law firm in the worldLeader of the Magic Circle

48 hrs

To start on your fileContracts, leases, vendors, employees — read before they matter

$200/hr

Effective rateA tenth of the $2,500 bench — systems, not juniors

5.0★★★★★

24 Google reviewsNot one below five stars

The form nobody negotiated/The promise nobody wrote down/The minute book that stops in year one/The contractor who still owns the code/The non-compete signed at the wrong moment/The guaranty you forgot you signed/The clause that gives your landlord a veto/The handshake with no paper/The stock ledger nobody reconciled/The handbook making promises for you/The domain in a former employee’s name/The lease with your own company that nobody papered/The exemption certificate not in the file/The lien from a loan you paid off/The partner agreement nobody wrote/The employee file with nothing in it/The form nobody negotiated/The promise nobody wrote down/The minute book that stops in year one/The contractor who still owns the code/The non-compete signed at the wrong moment/The guaranty you forgot you signed/The clause that gives your landlord a veto/The handshake with no paper/The stock ledger nobody reconciled/The handbook making promises for you/The domain in a former employee’s name/The lease with your own company that nobody papered/The exemption certificate not in the file/The lien from a loan you paid off/The partner agreement nobody wrote/The employee file with nothing in it/

01 The asymmetry

Everyone you deal with has a lawyer. You have the form they sent you.

Your customer’s contract was written by their counsel. The lease came from the landlord’s. The software license, the vendor terms, the bank’s loan documents and the guaranty stapled to them were drafted by someone whose only job was to protect the other side. You sign them because you need the account, the space, the equipment or the money, and because on that day nothing in them looks unreasonable.

None of it is a trick

It was written by one side, for one side, and that side is not yours. Nobody set out to cheat you. They set out to make sure that if this goes badly, it goes badly for whoever signed second.

You read those terms for the first time when something goes wrong

By then they have already fixed the answer. Who pays for the repair. Who keeps the deposit. Who is allowed to walk away, and who has to keep performing while the argument runs.

Your own lawyer, before you sign

Having your own lawyer read it first is the only chance you get to change any of it. At around $200 an hour, that is a call you can afford to make before you sign instead of after.

02 The bill

The same work. A senior lawyer doing it. A fraction of the bill.

Big firms bill $2,500 an hour and up, because at those firms the hour is the product. We rebuilt the back end around AI, so our clients land near $200 an hour effective. The difference is not a junior associate and it is not a discount. It shows up in what you are willing to pick up the phone about.

The legacy firm

$2,500_{+ / hour}

$2,500 and up an hour, and a bill that trains you not to call

An associate you have never met reads your contract, and you are billed for the reading
A partner bills again to review what the associate just did
Hours charged for document work that software does in seconds
A retainer sized to the firm’s overhead, so the small questions never get asked at all

Prencipe International

$200_{/ hour effective}

Around $200 an hour effective, and a senior lawyer who knows your file

AI reads the whole file – every form, lease, license and signature page – in minutes, and you are not billed by the hour for it
Attorney hours go to judgment, drafting and negotiation. Nothing else
You pay for judgment, never for somebody getting up to speed
You get your fee quote on the first call, before you commit to anything

Ask for the number on the first call. You will have it before you commit to anything.

Book a call

03 Four ways

Four things owners find out on the worst possible day.

None of these slow a company down. Every one of them sits quietly in the file until the day it is the only thing anybody wants to talk about.

An American shop floor, mid-century.The business ran. The paperwork sat in a drawer.

They keep using the form they downloaded.

Somebody chose that form in the first year of the business. A template off the internet, a copy carried over from a previous employer, or paper that came with the company when it was bought. Nobody has looked at it since, and it now covers more of your revenue than any contract you ever argued over.

→

They rely on what was said, not what was written.

The nine-year supplier handshake. The bonus promised at a Christmas party. The equity a key employee believes he was given. A manager telling someone his job is safe. Every one of those is invisible in the contract file and real anyway.

→

They assume paying for the work bought the work.

It did not, and the break is usually one level further down than anyone thinks to check. Your contractor hired his own subcontractor to build part of it. Whatever he never got in writing from that person, he had nothing to hand you.

→

They assume the decision is theirs to make.

Change-of-control and assignment language sits in the lease, the licenses, the loan and the key customer contracts. You meet it the day you want to bring in a partner, refinance, reorganize, or hand the business to your kids.

→

04 How it runs

From the first call to outside general counsel. How this actually runs.

Step 1

The first call

You tell us what the business does, who it deals with, and what is coming up. We tell you what it costs on that call, before you commit to anything.

Step 2

The read

We pull the paperwork the business actually runs on. The standard forms and the deals that went off them. The leases, the licenses, the entity records, the employment files. Then we read the terms that say who pays. You get one list, ranked by what bites first.

Step 3

The fix

Forms rewritten and kept as one version-controlled set. Records rebuilt, and shares that were issued without a proper vote signed off after the fact, while the people who have to sign are still on good terms. The people who never signed an assignment or a non-compete sign one now. Personal guaranties inventoried – counterparty, amount, what sets one off, and whether each one ends with the deal it was signed for or keeps running until somebody gets it released in writing – then put on the list to take up at renewal, along with the consent rights. Not because the landlord or the lender is weak then, but because you are not in the middle of a deal and there is nothing you have to have by Friday.

Step 4

On call

After that it is the ordinary business of having a lawyer. A contract before you sign it. A hire, a termination, a demand letter that just arrived. The point of the arrangement is that you call before it matters rather than after.

Joe Prencipe

Managing Partner · Prencipe International

05 Where he trained

The training most owners never get on their side of the table.

Joe Prencipe trained at Freshfields Bruckhaus Deringer, the leader of the Magic Circle of global law firms, at Baker McKenzie, the fourth largest law firm in the world, and at Morgan Lewis & Bockius, and he clerked at the U.S. Securities and Exchange Commission. That is the training behind the paper your landlord, your lender and your largest customer hand you, and it is now on your side of the table. The lawyer who reads your file is the one who does the work, start to finish – the reading, the drafting, the negotiating, and the call when something goes wrong – not an associate at any point.

Leader of the Magic Circle of global law firms

The fourth largest law firm on earth by revenue

S.E.C.

The federal securities regulator

Where he trained, and who he clerked for.

06 On the record

Business shows call him when they need a lawyer who can explain what an owner actually signed.

Three full episodes. Nothing hidden behind a signup form. Deals and contracts explained in the same plain language you get on a call.

▶

Wealth Juice

“Stop Using ChatGPT for Legal Advice” — the former Wall Street lawyer here to save you thousands.

50 min · Jun 2026 · Listen →

▶

Wealth Formula

Episode 564 — buying and selling a business or a practice, and how the deal actually gets structured.

26 min · Jun 2026 · Listen →

▶

The Wealth Vibe Show

Episode 252 — how the wealthy protect what they build, and the partnership mistakes that turn into lawsuits.

39 min · Sep 2026 · Listen →

07 The file

The paperwork your business actually runs on.

The negotiated contract with your biggest account gets a lawyer’s attention once. The form that governs everything else never does. Here is what should be right, and what happens when it is not.

What decides it

Your standard terms and conditions

The minute book and the stock ledger

The entity was formed and then never maintained. No minutes since incorporation. A ledger that does not match what the owners believe they hold. Shares promised and never issued. Cheap to fix now, expensive later.

Written assignments from everyone who built it

Paying a contractor buys his time, not what he built. Unless he signed something handing ownership over, he still owns it. The ‘work made for hire’ wording does not reach software.

Confidentiality and restrictive covenants

Whether a non-compete is worth anything depends first on the state. A few will not enforce one against an employee on any terms, whatever you paid for it. After that it turns on how narrowly it is drawn.

The handbook, and the file behind each employee

Handbooks quietly make commitments no employment agreement mentions. And the file is what a termination dispute turns on. Tolerate a problem for two years, write none of it down, and the firing looks sudden.

The agreement between you and your co-owner

Who decides when you disagree. What happens if one of you stops working, dies, or wants out. How a departing owner is bought out, and at what price.

08 The record

Twenty-four reviews. Not one below five stars.

5.0

★★★★★

24 reviews
on Google

Google

“

Very responsive in assisting me navigate decisions and providing counsel after a deal negotiation fell through. Led to a dismissal.

Genesis Athletics3 months ago

“

Consummate professionals. Extremely knowledgable and absolutely indispensable. He took the time to make sure this construction guy understood all the legalese.

AJ Harris2 months ago

“

His experience was evident from the first minute of the conversation. He took the time to get to know our situation and ask very relevant questions.

Maxwell Wyatt6 months ago

09 The work

What we handle.

This is the work an outside general counsel does, done by the lawyer you actually hired. Some of it is a one-time cleanup. Most of it is being the person you call before you sign rather than after.

Your standard contract set01
Negotiated customer and supplier agreements02
The entity and its records03
Arrangements between you and your own company04
Employment paperwork05
Confidentiality, non-compete and non-solicit06
Ownership of what you sell07
Leases, equipment, and the guaranties still running08
Who has a veto over what you do next09
Disputes before they are lawsuits10

Book a call

Customer contracts/Vendor agreements/Operating agreements/Bylaws/Shareholder agreements/Buy-sell agreements/Employment agreements/Contractor agreements/IP assignment/Non-competes/Commercial leases/Licensing/NDAs/Terms of service/Minute books/Cap tables/Customer contracts/Vendor agreements/Operating agreements/Bylaws/Shareholder agreements/Buy-sell agreements/Employment agreements/Contractor agreements/IP assignment/Non-competes/Commercial leases/Licensing/NDAs/Terms of service/Minute books/Cap tables/

Your business needs a smart attorney to protect it.

Everyone you deal with has a lawyer. You have the form they sent you.

None of it is a trick

You read those terms for the first time when something goes wrong

Your own lawyer, before you sign

The same work. A senior lawyer doing it. A fraction of the bill.

Four things owners find out on the worst possible day.

They keep using the form they downloaded.

They rely on what was said, not what was written.

They assume paying for the work bought the work.

They assume the decision is theirs to make.

The terms that say who eats the loss are on a form nobody has read.

From the first call to outside general counsel. How this actually runs.

The training most owners never get on their side of the table.

Business shows call him when they need a lawyer who can explain what an owner actually signed.

The paperwork your business actually runs on.

Your standard terms and conditions

The minute book and the stock ledger

Written assignments from everyone who built it

Confidentiality and restrictive covenants

The handbook, and the file behind each employee

The agreement between you and your co-owner

Twenty-four reviews. Not one below five stars.

What we handle.

If it’s in the file, it’s our work.

Fix it before anyone asks.