The minute book is boring until it isn't.
Consents, minutes, and equity records are the paper that decides, years later, whether your grants and issuances were validly authorized. Written for the CFO, the COO, and the board.
- 1
Investor counsel asked for board approval of the 2024 option grants. You have a Slack message from March.
- 2
The bridge is insider-led. The director approving the price also manages the fund setting it.
- 3
Three financings, two advisors, one acquisition conversation, and the cap table still lives in four spreadsheets.
Consent hygiene
We tell you what actually requires board or stockholder approval, and we paper it when it happens: grants, issuances, officer hires, major contracts, charter changes. When the history is already missing, ratification and cleanup run as a real workstream you can budget for, done before a financing instead of discovered in the middle of one.
Process as protection
Insider bridges and down rounds need interested-director protocols: disclosure on the record, recusal where it's required, minutes that show both. When the people writing the check are also the people approving it, that process is the only protection you have, and it has to exist before the vote rather than get reconstructed after a challenge.
The equity machine
Option plan administration, grant records, a 409A cadence you don't have to think about, and a cap table one person can explain in five minutes. Investors read equity hygiene as a proxy for how you run everything else, and they're usually right to.
Board reporting that boards can act on
What a board needs from legal is accountability in writing, not a technical briefing. So we prepare the legal picture in the form a board can actually act on, including the AI answer, for the meeting where a director asks who owns that.
Briefing: AI governance for boardsFranchise taxes, state filings, and registered-agent logistics are commodity work. We make sure they happen, at commodity cost, and we don't bill them like anything else. Judgment is what you're paying us for.
Fifteen minutes. No pitch.
You talk, we diagnose. You leave with the two or three exposures worth addressing first, along with a straight answer on whether you need counsel now, including "not yet."