Trusted counsel
for complex
U.S. matters.

U.S. counsel for founders, investors,
and international businesses.

Contact the Firm
Admitted · New York Advising clients worldwide on U.S. law Principal on every matter
Practice

Selected
Areas of Focus

A focused practice. Direct principal involvement on every matter. Engagements accepted selectively.

01
Business & Contracts
The firm structures and negotiates the agreements that define business relationships — from founding documents and shareholder arrangements to complex commercial contracts and strategic transactions. When precision matters and the stakes are real, clients have direct access to counsel who understands both the legal and business dimensions.
02
Venture Capital & Startups
The firm advises investors on fund formation, term sheet negotiation, due diligence, and portfolio governance — and founders on SAFEs, convertible notes, priced rounds, and the cap table mechanics that compound in importance over time. Advising both sides of the table means clients receive counsel that reflects the full dynamics of early-stage finance, not just one perspective.
03
Cross-Border Transactions
Transactions that cross jurisdictions require counsel who can navigate multiple legal systems, coordinate across local advisors, and keep deals from unraveling at critical moments. The firm advises on cross-border M&A, joint ventures, and international commercial agreements, with particular depth in U.S. market entry structures and outbound deal mechanics.
04
Foreign Companies Entering the U.S.
Establishing a U.S. presence involves layered decisions about entity structure, tax treatment, regulatory obligations, and commercial relationships — each of which affects the others. The firm guides foreign businesses through each stage, from initial structure selection through registration, U.S. banking, and the first contracts with American counterparties.
05
Business Immigration
The firm handles the full range of employment-based nonimmigrant and immigrant visa matters — E-2, L-1, O-1, EB-1A, EB-1C, and EB-5 investor visas — as well as PERM labor certification and I-140 petitions for permanent residence. When USCIS issues a denial or Request for Evidence, the firm handles motion practice before the agency and, where necessary, appeals to the Administrative Appeals Office.
06
Artificial Intelligence & Agents
The legal framework for artificial intelligence is being built in real time. The firm advises on AI-related commercial agreements, data licensing, model deployment terms, and the governance structures that matter for AI startups and enterprise deployments. As AI agents take on operational roles within businesses, the questions around authority, liability, and contracting require counsel who understands both the technology and the applicable law.
07
Outside General Counsel
Companies that need consistent legal counsel across governance, contracts, regulatory matters, and strategic decisions benefit from having a senior attorney embedded in their work — without the overhead of in-house counsel. The firm serves a select number of clients in this capacity, with direct principal access on every matter, every time.

Nothing on this website is intended to state or imply that any attorney is a specialist or expert in any particular field of law. New York does not certify specialists in legal practice areas. Areas of focus described above reflect the nature of current engagements, not a claim of certification or specialization.

The Firm

Counsel, not
a commodity.
The distinction
matters.

David Mitchell is a New York attorney advising founders, investors, and international businesses on U.S. legal matters. The practice is structured as a solo firm — every engagement handled by the principal, from analysis through execution.

The firm works at the intersection of corporate law, cross-border transactions, and business immigration. Clients range from venture-backed startups and emerging growth companies to established foreign businesses entering the U.S. market, individual founders, and investors navigating complex transactions.

Every matter receives direct principal attention, from initial analysis through execution.

Representative Matters

Selected
Engagements

Identifying details modified.
Illustrative of the firm's work.

Venture Capital · Term Sheet

The Founder Who Almost Signed Away His Company

A founder days from signing a term sheet containing a provision that would have given the investor effective veto power over all major decisions. Review and redline removed the clause before execution.

Result: Harmful clause removed. Founder retained majority governance rights.
Cross-Border · M&A

The Acquisition That Nearly Collapsed on a Foreign Clause

A U.S. buyer days from closing on a European target when an unresolved change-of-control provision surfaced under the target's home jurisdiction law. Coordinated with local counsel, restructured closing mechanics, kept the deal on track.

Result: Deal closed on schedule. Liability exposure eliminated before signing.
Business Immigration · L-1A

The Startup That Needed Its CTO in New York

A Series A company needed its lead engineer transferred from London. Prior visa denial, compressed timeline. An L-1A petition emphasizing managerial capacity secured approval through premium processing.

Result: L-1A approved. Principal relocated and operational within eight weeks.

Prior results do not guarantee a similar outcome. The matters described above are illustrative; identifying details have been modified. Each matter depends on facts and circumstances unique to the client.

Insights

From the Desk

All writing
Cross-Border · Entity Structure

Structuring a U.S. Entity for a Foreign-Owned Business: The Tax and Governance Considerations That Actually Matter

Most guidance on U.S. entity formation ignores implications for foreign owners — FIRPTA exposure, FDAP withholding, treaty elections, and structural choices that affect both tax efficiency and governance control.

Read
Venture CapitalJan 14

The SAFE Is Not Simple: What Founders Agree To Without Realizing It

Pro-rata rights and MFN provisions are where it gets complicated.

Cross-BorderJan 28

What Foreign Companies Get Wrong About U.S. Entity Selection

Tax and liability implications most foreign counsel underestimate.

ImmigrationDec 19

EB-5 After the Reform Act: What Investors Need to Know

What changed and what it means for investors seeking U.S. residency.

Inquiries

The firm is here
for your needs.

International inquiries welcome.
Office meetings by appointment.

Write david@newerlaw.com
Telephone (646) 535-9065 New York
Office 43 West 43rd Street, New York, NY 10036

Submitting this form or otherwise contacting the firm does not create an attorney-client relationship. No attorney-client relationship exists unless and until we have signed an engagement agreement. Do not transmit confidential information prior to a signed engagement agreement.