Areas Of Practice

Launching a startup is exciting, but without the right legal structure, even the best ideas can face unnecessary obstacles. At Upside Venture Law, James helps founders lay the legal foundation they need to build scalable, investable companies, suited to the investment and acquirer audience that the founders are targeting.

Startup formation involves more than just filling out forms – it means making informed choices about corporate structure, and getting advice on both the things not to worry about (or at least not to worry about now), and those that should be founders’ primary focus. James brings a fire-tested and practical lens to every new venture project. He ensures that founders are positioned to meet the expectations of investors, accelerators, and other key players in the startup ecosystem – clean, responsive cap tables with room to scale, sensible founder vesting schedules, diligent IP strategies, and more.

Whether you’re a solo founder or a team fresh out of an accelerator, James provides clear, founder-friendly advice so you can launch with confidence and focus on building your product and team.

Raising capital is one of the most critical and complex parts of growing a startup, or supporting early stage investors. At Upside Venture Law, James does both. He helps founders navigate the legal side of financing, from friends-and-family rounds to institutional seed and later stage investment. He also helps early stage funds and investors make durable, defensible funding commitments to new projects.  

James advises clients on all aspects of venture equity and venture debt financing, including SAFE and convertible note financings, priced equity rounds, and complex investor negotiations. He drafts and reviews term sheets, negotiates with investors, and ensures all legal documents – from subscription agreements to shareholders resolutions – align with your company’s long-term goals.

What sets James apart is his understanding of the Canadian and cross-border investment landscape. He helps clients avoid overcomplicated structures, hidden dilution risks, and misaligned investor rights. With a focus on clean, efficient deal execution, James enables startups to close rounds faster while protecting their core interests.

Founders have a tough job, especially in later stage venture-backed firms. Sometimes your corporate counsel, even if they’re great, can’t support you, James works directly with founders to provide the independent legal advice necessary to navigate a firm’s biggest challenges. Whether managing difficult co-founder relationships, separation arrangements, board governance, or preparing for future fundraising or acquisition, each founder has unique tax, individual and other considerations. Sometimes you need a personal vision, and a personal voice, to help you address.

James helps you understand your options, negotiate the most favourable terms, and avoid post-deal surprises, without sacrificing your reputation for future venture projects. James focuses on protecting founder economics, minimizing liability, and ensuring a smooth transition, allowing you to make informed decisions with confidence.

Whether you need a quick gut-check on a term sheet or a deep dive on strategy, James is here to help you moved forward with clarity, keeping you legally protected, structurally sound, and positioned to win – without slowing you down, and without creating unnecessary friction with your other stakeholders.