New Member Spotlight: A Q&A With Andy Lippstone of Lippstone Law PLLC

Andy Lippstone’s path to Austin was atypical. The managing partner of Lippstone Law PLLC spent the first 8 years of his career at large law firms in Delaware, the epicenter of American corporate law. In 2010, he was tapped to serve in the administration of Delaware Governor Jack Markell, and in 2012, he became the governor’s Chief Legal Counsel. After being awarded the Order of the First State—Delaware’s highest civilian honor for meritorious service—he moved to Texas in 2015. He opened Lippstone Law PLLC in 2017.

What brought you to Texas?

I absolutely loved serving as Chief Legal Counsel to the Governor of Delaware, but the governor was coming up on the end of his term. Meanwhile, my brother was building a growing health care business here in Texas. When he asked me to help build the company as General Counsel, I decided it was exactly the opportunity I was looking for. I moved to Texas in September 2015 and was admitted as a member of the Texas Bar last year. (I’ve been a member of the Delaware Bar since 2001.)

Why did you form Lippstone Law PLLC?

One of the many things I love about Texas, and Austin in particular, is its entrepreneurial spirit. Since I moved to Texas, I’ve learned a great deal about what it means to run a business. With that knowledge, along with my 15-plus years of experience practicing corporate and government law, I believe I have a great deal to offer Austin’s tech community. By opening Lippstone Law PLLC, I now have the ability to serve additional clients—both established businesses and start-ups.

What are the common legal mistakes that companies make when opening or operating a business?

Most (though certainly not all!) legal mistakes can be corrected. Want the ability to add or remove directors? Amend your company’s bylaws. Need capital, and your investor requires your company to become a Delaware c-corp instead of a Texas LLC? These things are done every day.

But while legal mistakes typically can be fixed, doing so may create or reveal underlying business problems. What do I mean by that? Say you want to add additional or remove directors to your company’s board. In order to do this, you’d need to convince the owners of the necessity of these changes to garner the required number votes under your company’s bylaws. At minimum, this takes time and effort that could be better spent running your business. At worst, the existing directors might see this as an attack on their competence or integrity, and you could have a fight on your hands.

Rather than have this fight in the future, I always advise a company’s principals to sit down with their attorney at the very beginning to answer some basic questions. Who will make business decisions on behalf of the company? Under what circumstances do you want the ability to remove directors? Where and when do you expect you will need additional capital? By thinking through these issues before a dispute arises, companies can save themselves a lot of unnecessary heartburn.

Why should companies hire Lippstone Law PLLC?

Austin’s business community is fortunate: this city is chock full of absolutely top-notch lawyers, and you almost can’t go wrong hiring any of them. To the extent I am different at all, I’ve been blessed in my career with tons of unique experiences at the highest levels of business and government. As a young litigator, I helped represent Roy Disney in a suit against the Walt Disney Co. As chief counsel to a governor, among other things, I developed and helped implement an innovative redevelopment corporation law; developed and led a statewide downtown development district program; and spearheaded a regulatory reform program to cut red tape for businesses. As a general counsel and business owner, I helped build a large healthcare company. All of these experiences have made me a better and more practical attorney.