Guest column

Lawyers specializing in startups are hard to comeby in Houston — but here's what you need to know

You need a specialized lawyer for your startup — but that's easier said than done in Houston, according to this expert. Getty Images

One of the worst, and most expensive, mistakes that we see startup founders make in the very early days of their company is not realizing that hiring lawyers is a lot like hiring doctors: when the stakes are high, you need a highly experienced specialist.

Law has numerous specialties and sub-specialties, and hiring legal counsel with the wrong specialty can mean paying to reinvent the wheel, or simply getting advice that is out of sync with the norms of your industry and the expectations of your seasoned investors.

This challenge can be particularly acute for founders of startups located in Houston. The legal market in any particular city tends to mirror the dominant industries of that city. Houston has some of the world's most prominent energy and healthcare lawyers, for reasons that should be obvious to anyone who knows anything about Houston's economy.

Startup lawyers, or more formally —corporate/securities lawyers who are sub-specialized in "emerging companies" — are a different story entirely. Given the nascent status of Houston's startup ecosystem, finding local lawyers who work with emerging technology companies and early-stage funding day in and day out, and know all the norms and nuances, is a challenge.

Very often we see founders get referred to a local lawyer who is a broad generalist that dabbles lightly in many practice areas. Their lack of depth in startup or venture capital work usually leads to clients paying for things that a more specialized lawyer, with a deeper set of precedent forms and institutional knowledge, could simply pull off the shelf. In other cases, founders get referred to very expensive senior corporate lawyers from firms designed for billion-dollar public company representation; totally overkill (and overpriced) for an early-stage startup.

What the smartest Houston founders discover, if they do their homework, is that leveraging the broader "Texas ecosystem" can help not just with sourcing talent for their employee roster or finding venture capital, but with sourcing specialized legal talent as well. In the case of Startup Lawyers, Austin's venture capital and startup ecosystem has produced numerous highly specialized lawyers whose depth of startup/vc experience easily compares with lawyers found in Silicon Valley, but who also regularly interact with investors in the Houston market; and therefore know their expectations. In the case of our firm, Egan Nelson (E/N), a significant number of our clients are located in Houston, Dallas, San Antonio, and other markets in the general regional area.

Historically, businesspeople have assumed that if they really want top-tier, highly specialized counsel, they had to find that counsel at large, multi-national law firms. That is no longer the case. The broader Texas ecosystem has produced a thriving group of specialized, high-end "boutique" law firms that are recruiting top-tier lawyers away from the traditional mega-firms, and leveraging technology to deliver "leaner" legal counsel; saving hundreds of dollars per hour for entrepreneurs.

It is not uncommon for us to see Houston startups utilizing an emerging companies corporate lawyer in Austin, a regulatory specialist lawyer in Houston, and a tax lawyer in Dallas; all from different firms. This is the future for how emerging companies will source their legal talent, without the constraints of geography or old-fashioned "all in one" law firm structures.

This trend really isn't that new. VCs from Austin and other Texas cities (and the coasts) have regularly been visiting Houston to fund companies, and Houston companies have regularly leveraged contacts in other markets to source specialized resources for their companies. The same dynamics have extended to finding legal counsel. "Localism," and an over-preoccupation with hiring everyone in the same city, isn't really just last year, it's more like last century. There is nothing about legal services for startups that requires any of your lawyers to be within your same city. Videoconferencing works great.

The growth of the Texas ecosystem, and the emergence of specialized boutique law firms, mean that Houston entrepreneurs have far more options to choose from for sourcing specialized legal counsel. Leverage those options to avoid engaging lawyers who are insufficiently experienced, or overkill, for the needs of your company. For more resources on finding and assessing the right lawyers for your Houston startup, see Startup Lawyers, Explained.

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Jose Ancer is an Emerging Companies Partner at Egan Nelson LLP. He also writes for Silicon Hills Lawyer, an internationally recognized startup/vc law blog focused on entrepreneurs located outside of Silicon Valley, including Texas.

The music industry has adapted to the digital age — so should financial securities. Getty Images

One of my favorite movies growing up was Empire Records. It was the mid-1990s, and the closest we got to Instagram feeds was who had the best mixtapes. If you're not familiar with Empire Records (or what a mixtape is), I recommend watching the movie, but you don't have to worry too much about mixtapes any more.

Since Empire Records was released in 1995, the way we purchase and consume music has fundamentally changed. The physical music store was displaced by iTunes, and then the music industry evolved even further into a streaming economy. It took 24 years, but music evolved and it now operates in a fundamentally different way. Digitization of music was initially viewed as an existential threat to the industry, but in the end, music was digitized globally and the music industry very much survived.

The music industry has evolved and adapted to the digital age. The same happened across countless other industries, including financial services. Today we can invest in publicly traded stocks through a mobile app for free. However, a critical segment of capital markets has not evolved yet. The private securities space.

Transactions in private securities are still done on paper (no, DocuSign does not count as securities digitization.) Administrative costs are kept high due to the amount of paper that is processed and pushed through this system. As long as the foundation of private securities is paper, there is no amount of administrative technology out there to create an efficient market.

Public markets took the plunge into digital long before music did, and digitization of public markets enabled exponential growth globally. Trading volume, access to capital, and liquidity have all increased, and a large part of that can be attributed to the efficient and transparent nature of most public exchanges.

Efficient markets rely on price transparency and information equality. Currently, the private securities markets do not offer either of these characteristics. This is nothing new to people in the alternatives space, but how to reach these lofty goals, to create liquidity and reduce costs, is what I am excited about.

The reduction of cost does not relate only to commissions. There are administrative costs associated with private securities. Information distribution is slow and unilateral, forcing investors to depend on antiquated systems in order to track their investments. Nearly all of these costs are absorbed by the investor, and most efforts to date have not helped address the core issue, analog private security transactions.

Digitization of private securities is fundamentally different than tokenization. Tokenized securities are considered bearer securities. A digitized security, on the other hand, maintains its original status as a registered security, as long as its digitization is implemented in a manner that fits current regulatory requirements. Until recently, that had not been possible in a scalable way. Blockchain changed all of that.

Initial attempts at utilizing blockchain for private markets applied tokenization. Essentially, this configuration took securities that had clearly defined ownership records, anonymized them and put them on a public blockchain such as Ethereum. While there are some benefits to this approach, it also opened doors to significant fraud and securities regulation violations. Tokenization may provide liquidity, but the long-term risk far outweighs the value of liquidity for any prudent investor.

Blockchain does provide a framework that supports compliant digitization of private investments, it's simply not tokenization. The solution lies in using private permissioned blockchains that allow an appropriate degree of technical security while also ensuring transparency and accountability.

Blockchain enables us to maintain a statement of record that is both compliant, and scalable. Across the financial services industry, and across most other industries, blockchain is being deployed to help solve problems that were previously unmanageable. The blockchain is even helping farmers track their crops through IBM's blockchain. iownit has integrated blockchain at the core of our technology, proving that compliant digitization of private securities is possible and scalable.

The United States has a free market economy, so in the end, winners are determined by the market. It is our belief that the digitization of private securities is the responsible way to help this industry evolve. If you're still skeptical, just look at how the public securities markets have evolved since the '70s when electronic stock trading was enabled and the first digital public security trade was placed. Now try and imagine how private security markets will look in four years.

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Yosef Levenstein is the head of marketing at iownit, a Houston-based financial technology firm that is democratizing how investors and private companies transact.