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New York Outside General Counsel

VSBLTY Hires Wyckoff General Counsels as General Counsel

New York law firm will provide a full range of services to growing SaaS data-capture and digital-glass technology company                                                                                       

NEW YORK — VSBLTY, a groundbreaking SaaS data-capture and digital-glass technology company focusing on the retail and security verticals, has hired Wyckoff General Counsels (WFG) as its outside general counsel.

“We are delighted to work with the VSBLTY companies as their outside general counsel,” said Thomas C. Wyckoff, who serves as managing partner of WGC. “This is a company that continues to grow at a rapid pace, offering groundbreaking technology which is transforming the international retail and security industries as we know them. Our mission is to provide strategically relevant legal guidance to the leaders of this outstanding enterprise of companies as they continue to capitalize on growth opportunities both organically and through the support of stakeholders and partners, while mitigating risk and preparing for future successful expansion in the capital and commercial marketplaces. We’ve more informally worked with the VSBLTY team for more than 6 months and now it’s a pleasure to have solidified that relationship with a longer-term General Counsel relationship.”

Tom Wyckoff, who is personally responsible for the VSBLTY relationship, has more than 25 years of experience assisting businesses of all sizes and across a wide range of industries.  Mr. Wyckoff will provide a variety of legal advisory services to VSBLTY as it continues its growth and expansion. Founded in 2015, VSBLTY creates displays that allow consumers to interact with brands, manipulate content and immerse themselves in a more active shopping experience based on intuitive touchscreen technology.

Through its proactive digital signage, VSBLTY offers demographic-specific content that enables brands to target individuals based on their age, race, gender, location, and daypart. Brands can also connect with consumers through instant digital coupons and special offers delivered directly to their mobile devices. The technology also provides real-time data on the point of purchase, traffic, engagement, interaction and various other analytics.

About Wyckoff General Counsels

WGC has served businesses and organizations since 2001, with its clients ranging in size from small startups to large corporations with more than $100 million in annual sales. The New York-based law firm focuses on advising the Boards of Directors and senior executives of early- to mid-stage pre-IPO businesses as they prepare their businesses for future exit strategies while maintaining affordable, fixed fees.

As outside general counsel, WGC offers a variety of services, such as ensuring that its clients, their Boards of Directors and officers are taking legally sound strategic actions. WGC also serves as the face of an organization when it comes to negotiating transactions with suppliers, vendors, customers, accounting firms, media outlets, and governmental agencies. WGC’s goal is to deliver sound guidance related to all contractual matters, employee incentive plan management, investor communications, board meetings, and dispute resolution when necessary.

For more information on WGC and the outside general counsel services they offer, visit http://www.wyckoffgc.com.

Invest in outside general counsel. Wyckoff General Counsels, New York City Corporate Attorneys and Outside Counsels

Should You Invest in an Outside General Counsel?

Whether you are a high-level executive or serve on a corporate board of directors, it can be difficult to determine the level of investment you should make in hiring a lawyer for your early- or mid-stage business.

This is an issue we’ve seen entrepreneurs, CEO’s and board members grapple with to a significant degree. It’s an important decision, and it’s not always easy to tell whether you should hire a full-time in-house general counsel, use your outside counsel when the need absolutely arises or work with an outside general counsel you’ve retained as your general “go-to person” and who essentially would serve as your legal insurance policy.

In other words, the decision is a lot like asking yourself if you would like to self-insure, not insure at all, or buy a policy that protects you in case of a catastrophic event — and likely saves you a lot of money in the long run.

The value of outside general counsel versus full-time in-house general counsel

It’s helpful to gain a comprehensive understanding of all that you are asking your outside general counsel to do for your company.

For less than half the cost of hiring a full-time in-house general counsel, an outside general counsel will serve in the same capacity and manage the entire range of business and legal issues corporations face in today’s complex business environment. This includes negotiating contracts and business transactions, ensuring companies’ intellectual property remains fully protected and handling sensitive labor matters related to hiring and terminating employees.

That’s in addition to making sure a company is in total compliance with state and federal laws and regulations, managing corporate governance and mitigating risk at all levels of the organization. It is virtually impossible to hire a 25-year, New York-trained full-time general counsel—with 20 of those years including direct business management experience — for a salary of less than $200,000 (with benefits, more than $240,000); whereas, your outside general counsel is available for a fixed monthly, budgetable rate amounting to less than half the full-time W-2 employee. These economics are not to mention the exorbitant cost of outside counsel, when they become necessary – and they will – without a general counsel solution.

Furthermore, the time and expense it takes a business to find and acquire the right person, in addition to the risk of that hiring not working out, can be prohibitive — especially when an outsourced solution of equal or better qualification is readily available for half the cost, little if any risk and de minimus hassle.

So, while it is possible to “self-insure” through the use of in-house general counsel, it’s rarely the most efficient or effective option.

The proper, efficient, confidential and sensitive management of the important duties involved in the role, mean that outside general counsels become more than just part-time legal advisors to CEOs and boards of directors — they have been transformed into crucial business advisors who can help drive the short- and long-term strategies of businesses of all sizes.

Outside general counsels manage complicated compliance issues

Increasingly, the outside general counsel is a critical gatekeeper, ensuring that business activities do not violate exceptionally stringent U.S. Securities and Exchange Commission rules, which have been significantly ramped up since the financial crisis of the late 2000s. These are complex regulations come with harsh financial penalties if they are violated, and the cost of ongoing litigation can have a notable impact on the bottom line.

To that end, the experience and deep knowledge of compliance law an outside general counsel possesses may end up saving a company large sums of money in reduced legal costs and the avoidance of fines and other penalties from the SEC and other federal agencies. It’s a valuable insurance policy against the wrath of federal regulators.

Any business can hire a law firm when emergencies arise, paying them enormous hourly rates for even the most minor activities — legally related or not. On the other hand, retained outside general counsel substantially eliminates the likelihood that emergencies will arise in the first place. The outside general counsel is meant to solve problems before they happen, and aggressively manage them her/himself if and when they unaccountably do occur.

Tom Wyckoff of Wyckoff General Counsels is a 25-year corporate attorney and business executive with a deep resume ranging from public company CEO to trusted, multi-year corporate associate at one of New York’s most highly regarded Wall Street law firms, and as general counsel of several companies varying in size from startups to $100 million in sales. Connect with Tom to discover how Wyckoff General Counsels can help you take your early- to mid-stage business to its next level as your outside general counsel.

Wyckoff General Counsels, New York City Corporate Attorneys and Outside Counsels

Outside general counsel: An Invaluable Resource for Angel/Venture/PE Investors and their Boards of Directors

In today’s business world, general counsels are playing a more important role than ever, especially for the boards of directors of corporations large and small.

There are several reasons for this trend, not the least of which is the two major crises the United States (and the world) has experienced over the past two decades: the corporate scandals of the early 2000s and the economic downturn of late 2000s. This has led to a need for more activist general counsels to become corporate leaders when it comes to ethics and legal compliance, as well as for the safety and security of public and private financings.

For similar reasons, investors in early-stage businesses have insisted on the incorporation of outside general counsels into the management-level decision-making process earlier in their development, and have used the general counsel function as much for strategic guidance as for legal acumen. In other words, outside general counsels have had to become more proactive in their counsel, rather than being relied upon strictly for legal advice.

Additionally, outside general counsels have the important responsibility of making sure early- and mid-stage companies meet the highest ethical standards and remain in compliance with state and federal law, while balancing their activities against the constant requirement for younger companies (especially), to continue on a steady path for growth. Thus, outside general counsels must not only be deeply knowledgeable in the minutia of corporate law, but they must also have a comprehensive understanding of the client’s business and its overall strategy.

Outside general counsels have an increasingly important relationship with the board of directors

In this context, the way outside general counsels interact with a company’s board of directors is of critical importance. Outside general counsels have been called upon more often in the 2000s and beyond to work with boards of directors, advising them on matters of risk mitigation, regulatory compliance, indemnity and insurance, inter-stakeholder politics, employee management, strategic guidance, balance-sheet structuring and corporate governance — a much broader set of issues than the general counsel has typically been asked to address in the past.

Outside general counsels today are also often tasked with educating members of a board about their fiduciary duties and obligations, and about the way in which certain current laws and regulations may be used to the strategic advantage of the company. Furthermore, more and more often, regardless of the size or life-stage of any company, the general counsel is frequently consulted by the board and the CEO in connection with her/his perspective on how best to manage the various personal interactions that occur by and among investors, senior management, other outside-service providers, customers and vendors. After all, the general counsel knows them all and has interacted at some meaningful business (and sometimes social) level, with each of those constituents.

Outside general counsels also advise boards on compensation matters, communications, crisis management and a wide range of other complex issues that today’s early- to mid-stage companies encounter with regularity. The outside general counsel, as the individual who is responsible for handling some of the company’s most sensitive information, can almost always help ensure that boards are consistent, thoroughly knowledgeable and act in the company’s best interests at all times.

Considering how important the relationship between outside general counsel and the board of directors often is, it is crucial that the board be at least somewhat involved in the hiring of these business-savvy and legally astute professionals — a responsibility they should most often share with the CEO. The early involvement of the board in choosing the right outside general counsel can help ensure that the outside general counsel, the CEO and the board work in tandem for the continued successful growth and well-being of the organization as a whole.

Thomas Wyckoff of Wyckoff General Counsels is a 25-year corporate attorney and business executive with a deep resume ranging from public company CEO to trusted, multi-year corporate associate at one of New York’s most highly regarded Wall Street law firms, and as general counsel of several companies varying in size from startups to $100 million in sales. Connect with Tom to discover how Wyckoff general counsels can help you take your early- to mid-stage business to its next level as your outside general counsel.

New York Outside General Counsel

Your Outside General Counsel is More Than Just Your Lawyer — S/he’s Your Business Advisor, Too

Once relegated solely to providing straight legal advice to business leaders, in the previous decade general counsels have become more and more like business leaders themselves. In fact, a brief glance at the website of any Fortune 500 company will reveal their general counsel participating as a primary senior executive officer serving as a sort of consiglieri to the board of directors and the chief executive officer.

This is not surprising, given the wide range of skills most of us who serve in the general counsel capacity bring to party. Add to that dynamic one crucial fact: there exists no legal problem that didn’t begin first—and will always also remain—a business problem.

To be sure, general counsels typically have strong negotiation skills and a deep knowledge of corporate law, but many of us have gained actual business management experience and acumen as we have pursued our career paths. This combination of business and legal expertise has allowed many general counsels to more effectively advise boards and CEOs within the context of their business strategies and with advice tailored to their particular challenge of the moment. The law is always the framework within which we operate, but the most effective of us fully grasp the bigger picture.

To that end, businesses looking for a general counsel—or, even better, an outside general counsel—should search for a professional whose knowledge base goes beyond the boundaries of the corporate law learned in academia or as an associate at a big firm. Board members and CEOs should seek a general counsel who understands the challenges of operating a complex business that is full of sometimes difficult people, both inside and out. They need a general counsel who can advise them on issues of risk mitigation, finance, strategy, stakeholder politics, structure and practicalities, in addition to the more mundane laws and regulations.

Outside general counsel should provide ‘business intelligence’

So what are some of the skills your outside general counsel should have, beyond an in-depth knowledge of general business and the law? S/he should be able to read a balance sheet, navigate covenant structures, manage a dispute to avoid a litigation, facilitate a joint venture with a wary partner, assuage the troubling relationship between an investor and the CEO and/or work with the board and CEO to finesse the transition of a subpar management incumbent, while facilitating her/his more suitable replacement.

A general counsel should, above all else, carry a discretionary element of natural expertise and subtlety, in every business circumstance, solve problems of the company before they arise—and assuaging all concerned when they do. S/he is the Steve Nash of the corporate legal world, dishing off the ball to help the executives s/he serves flourish, while requiring and seeking none of the accolades for her/himself.

We’ve seen how this type of relationship works in practical settings. There have been many instances in which we have been brought in to help a company’s executives determine the relative merits of one strategy or another, or weigh a material decision about something else, and we’ve helped them examine the various potential outcomes. Never have we provided an answer that hadn’t previously been somehow considered (we have no magic wand); however, our perspective—baked in our secret business/legal sauce—has always moved the needle and been gratefully appreciated, allowing otherwise intractable issues to be resolved. Most times, because of our involvement in circumstances like that, we’ve never “left the room.”

There is another compelling reason for executives to work closely with an outside general counsel: in-house counsels have a career path to be concerned about and a corporate ladder to climb. Outsourced general counsels, on the other hand, expect to be used as a more temporary solution. There are other companies that they advise and, therefore, they have no axe to grind and no bread to butter.

The risk to an outside general counsel when providing truthfulness and direct talk is de minimus, so they remain free to offer unadulterated counsel. In our experience, the outside general counsel serves more effectively in a targeted role of solution facilitator than their in-house brethren, who can often not see the forest through the trees.

Tom Wyckoff of Wyckoff General Counsels is a 25-year corporate attorney and business executive with a deep resume ranging from public company CEO to trusted, multi-year corporate associate at one of New York’s most highly regarded Wall Street law firms, and as general counsel of several companies varying in size from startups to $100 million in sales. Connect with Tom to discover how Wyckoff General Counsels can help you take your early- to mid-stage business to its next level as your outside general counsel.