Verified Expert Lawyer: Leslee Cohen

Leslee Cohen has been practicing law for decades in her hometown of Chicago. She’s been working with more and more startups over the last ten years, after co-founding her own firm (Herschman Cohen) and expanding along with the city’s tech scene.


On her approach:

“I have one partner and we have now hired two other women to join us. We are extremely conscious of the fact that startups and small businesses have a lot of important uses for their dollars other than legal fees. We are all senior-level attorneys and we never double bill. What that means to our clients is that if one of us does the work and needs a second set of eyes in a particularly complex contract, those additional hours are not billed.

“Leslee’s ability to make even the most complicated issues simple and easy to understand has been invaluable to our company!” Larry Bellack, Chicago, President, Mobile Doorman

“The pressure at the big firms is: how many hours have you billed? If someone called me with a quick question in my prior days as a big firm attorney, my thought was ‘I get to put .2 on my billing sheet.’ And that’s just the complete opposite of what our practice is about; it’s about forming those relationships with startups and continuing to serve in that general counsel role for as far down the road as possible. Having our clients go tell everyone how great we are is so much more important to me than an extra .5 on a timesheet.”

On founder-investor relations:

“I feel that maintaining the founder’s relationship with its investors is of great importance, even through sometimes difficult negotiations, and make every effort to be the lawyer that fosters that relationship rather than hindering it in any way. I recently worked on a Series A offering and the founder-investor relationship was extraordinarily positive until one particular issue arose — the founder’s first gut reaction was fury and ‘how could she say that to me and how could she do that to me and I’m gonna call her and tell her what I think.’ My response was ‘write out an email with everything you want to say and send it to me and then we’re gonna delete it. Two weeks ago you loved each other and you’re going to again. She’s a strategic investor, she knows what she’s doing and she’s bringing so much credibility to your business — this is not the way you want the relationship to go.’

“So the founder wrote that email, and it was vicious, and then he called me back two hours later to thank me profusely. Sure enough they sat down, talked it out, and their relationship is strong again.”

Below, you’ll find the rest of the founder reviews, the full interview, and more details like their pricing and fee structures.

This article is part of our ongoing series covering the early-stage startup lawyers who founders love to work with, based on this survey (which we’re keeping open for more recommendations) and our own research. If you’re a founder trying to navigate the early-stage legal landmines, be sure to check out our growing set of in-depth articles, like this checklist of what you need to get done on the corporate side in your first years as a company.


The Interview:

Eric Eldon: How does your practice work, given that you’ve struck out from a big law firm to cofound a boutique firm? What are you focused on with early-stage companies?

Leslee Cohen: One is startup formation and I do work with those ‘I have an idea’ kind of companies. Usually I’ll talk for an hour for free to anybody who is at that point, but usually other than entity formation — which a paralegal can do — you probably should focus on developing your idea a little more before you spend money on a lawyer. Once someone is ready to actually start a company, I’ll do it all at that stage, even pre-funding, and help with entity selection and formation, organizational documents, bylaws and what-have-you.

And then co-founder agreements, a lot of co-founder agreements. I think that’s really important, I understand if someone comes to me and says I’m starting a company with my sister or with my best friend from kindergarten that’s not your first thing you want to spend money on in terms of legal fees. But, with those few exceptions, I’ve seen so many co-founder breakups that it’s really important to me.

The more common way that companies come to me is when they’re raising their seed round. I will work with them on SAFE and convertible note rounds. I will work with them on the disclosure part of the round, the SEC filings, any state filings necessary, structuring the round, what it’s going to look like. And then the companies have money and start hiring their first employees, so I draft employment agreements, handle HR issues and structure equity grants to advisors and restricted stock agreements. I also provide a privacy policy, terms of use, NDAs, and then once they start doing business, day-to-day contracts with customers and on the other side with vendors and suppliers. Determining employee versus independent contractors, cap tables, incentive stock plans — those are all right in my wheelhouse.

The furthest I’ll go into real estate is the first lease.

Eldon: How does this compare versus what you used to do in BigLaw?

Cohen: I was in that world, so I understand what goes on — the fees, and really the pressure to bill hours — and that’s my number one pet peeve that we really focus on here.

I have one partner and we have now hired two other women to join us. We are extremely conscious of the fact that startups and small businesses have a lot of important uses for their dollars other than legal fees. We are all senior-level attorneys and we never double bill. What that means to our clients is that if one of us does the work and needs a second set of eyes in a particularly complex contract, those additional hours are not billed.

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