Startup and Small Business Clinic

Start-up companies face unique challenges in the business world.  With founders often focused on capital raising, product development and marketing, the legal requirements that come with running a business and becoming an employer are not always prioritized.  However, a failure to properly address these issues could result in significant liability for the company and its founders, halting the business in its tracks before it gets out of the starting gate.

The UCI Law Startup and Small Business Clinic (SSBC) provides students with an opportunity to gain real-life experience handling transactional legal issues. Students in the Clinic assist business owners and entrepreneurs in Orange County and the surrounding region in navigating the legal complexities of the startup and/or small business world. The Clinic aims to operate as a capstone law school experience for students interested in practicing business and transactional law. Under the direction of Professor Dan Alexander, the Clinic exposes students to the following core competencies:  

  • Real life legal practice experience by representing clients in business and transactional matters.
  • Ethical issues involved in dual- or multiple-party representations.
  • The value of a business plan in establishing owner expectations, and in providing consistent communications to the attorney and other business advisors.
  • The business formation process, including filing timelines and communication with clients.
  • Documenting Capital Structure (debt v. equity).
  • Client intake – preparation and documentation.
  • The importance of the lawyer’s role as a business counselor.
  • The formation documents and their function, with particular attention to the fundamental ownership documents (e.g. the Corporate Bylaws, LLC operating agreement, organizational minutes, partnership agreements, joint venture agreements) that details owner rights and obligations.
  • Intellectual property issues facing new business (No actual IP work).
  • The regulatory and contractual environment that impact new and existing business.
  • The value of a comprehensive legal audit health assessment to assist a new or existing business in addressing contractual, regulatory and other legal concerns.

About SSBC's Director

Daniel J. Alexander II is the director of the Startup and Small Business Clinic (SSBC). Prof. Alexander is a graduate of Howard University, where he received a bachelor’s in international relations. He also holds a J.D. from UCLA School of Law.

Prof. Alexander was a longtime member of the Dean’s Advisory Board, under the administration of founding Dean Erwin Chemerinsky, and has taught Applied Lawyering and Law Firm Management as a lecturer at UCI Law. He also has spent 12 years litigating business disputes before focusing his practice on the transactional representation of startups, entrepreneurs and small businesses.

Prof. Alexander provides legal services to nonprofits, startups, small and mid-size businesses such as those that are provided by an in-house attorney at a large corporation. He developed his general counsel practice with the goal of providing business clients with critical corporate legal services replicating, as much as possible, the methods, approach, and style of an in-house law department.

UCI Law’s SSBC provides access to legal information and, in some instances, representation for entrepreneurs and small business owners in the Orange County area. Under the supervision of Prof. Alexander, law students work on a range of legal issues related to startups and small businesses, including issues connected to business formation and ongoing business operations.

The SSBC provides free legal assistance in the following areas:

  • General Business Advice
  • Business Formation
  • Contract Review and Negotiation
  • Non-Disclosure / Confidentiality Agreements
  • Loan Agreements
  • Promissory Notes
  • Asset Purchase Agreements
  • Equity Rights Agreements
  • Commercial Leasing
  • Independent Contractor and Employment Issues
  • Permitting and Licensing
  • Publicity Rights
  • Trade Secrets
  • Buy/Sell Agreements

Current Partnerships

The SSBC has established pipelines to obtain new startup clients through a range of partnerships.

Highlighted Project

In the fall 2021 semester, the Startup and Small Business Clinic added a novel program in partnership with UCI’s Antrepreneur Center for clinic students. Advanced SSBC Student Jenny Ji ’22 spearheaded the creation of the Clinic’s Legal Office Hours, in which SSBC students help educate and counsel young entrepreneurs on their startup journeys. Clinic students who participate in Legal Office Hours learn how to identify issues, propose solutions and build client relationships. The goal of the SSBC Legal Office Hours is to advise young entrepreneurs on crucial aspects of starting a business and support them with counseling to which they might otherwise not have access.