Our Journey Towards Legal Excellence
Our mission is to help next generation entrepreneurs break barriers to entry in capital formation.
Our values are Integrity First, Solutions Before Problems, Excellence Always
Our mission is to help next generation entrepreneurs break barriers to entry in capital formation.
Our values are Integrity First, Solutions Before Problems, Excellence Always
Our mission is to increase participation in wealth creation by helping next generation entrepreneurs break barriers to entry in capital formation. That mission is personal to me.
Like many others, I grew up knowing scarcity. While my path to better opportunity came by way of military service in exchange for the GI Bill, it was only after law school and private practice at a corporate law firm that I came to see the deeper challenge facing those who grow up knowing scarcity: The rules that govern wealth creation are designed to exclude those who are not already wealthy or well-connected. The result of these Great Depression-era laws is that aspiring entreprenuers outside of financial centers lack access to startup capital, and most U.S. households can invest only in Wall Street rather than in their own communities.
The good news is that this is a generational moment. Since 2013, legislative and regulatory changes have made it easier for entreprenuers to reach investors, expanded who qualifies as an accredited investor, and reduced technical barriers to structuring exempt securities offerings.
In 2017, Opportunity Zones have added to that momentum by creating a powerful tax incentive for private investment in historically underinvested communities. And in 2025, Congress strengthened that framework by making Opportunity Zones permanent and improving the incentives for private investments in the communities that it most need.
The truth is that there is an abundance of private capital that is looking for yield. The challenge is access and execution. Our role is to eliminate complexity and uncertainty so that our clients can raise and manage investor capital with confidence -and so more people can participate in building and investing in the future.
We value trust, use our expertise to guide you, and focus on clear, honest support that helps your business grow.
We uphold honesty and ethical practices in every transaction.
Your success is our priority we build lasting partnerships.
Excellence defines us in every document we deliver.
We empower your expansion with strategic legal frameworks.
Managing Attorney
Andrew P. Doup is a nationally recognized securities attorney and the founder of SponsorCounsel, a boutique law firm that helps entrepreneurs, fund managers, and investors raise private capital with clarity, compliance, and confidence.
Early in his legal career, Andrew was asked to review the 2017 Tax Cuts and Jobs Act. A seven-page section on Opportunity Zones jumped off the text -a little-known framework for channeling private equity into low-income communities. What began as a local niche evolved into a national, award-winning practice, advising clients on over $2 billion in private investment and earning him recognition as a Top 25 Opportunity Zone Attorney in the U.S.
A former special operations intelligence officer and Bronze Star Medal recipient, Andrew brings strategic discipline and creative problem-solving to every client engagement. Beyond his practice, he is a frequent author and speaker on corporate, tax, and securities law, and continues to serve as a Lieutenant Colonel in the Ohio National Guard.
Andrew lives in central Ohio with his wife and four children. Outside the office, he volunteers with youth sports and leadership programs, teaching values of integrity, service, and excellence through coaching, community events, and youth camps.
Driven by the belief that law should expand access to opportunity, Andrew’s mission is to mitigate partnership uncertainty and help clients structure deals that protect investors, accelerate execution, and strengthen communities.
Andre J. Kim is an attorney whose practice focuses on business transactions, tax, and regulatory matters. He has advised entrepreneurs, investors, and businesses on corporate, tax, and cross-border matters, including business structuring, transactions, and complex federal tax issues.
Andre previously served as an attorney with the IRS Office of Chief Counsel and as a judge advocate in the U.S. Marine Corps, where he advised military leaders on complex legal and operational matters. His government experience also includes federal acquisition and contracting work with the Department of Defense.
Andre began his Marine Corps service as an enlisted Marine and deployed to Iraq before later commissioning as an officer and becoming a judge advocate. He brings experience spanning corporate transactions, tax, government contracts, and military operations to helping clients navigate complex business decisions
Legal Counsel
Legal Counsel
Ryan Blum is an experienced corporate and securities transactions attorney with a focus on capital raising and fund formation for private funds, startups and emerging growth companies. He began his legal career at a boutique corporate and securities firm in New York City, where he first began working with fund sponsors and managers, real estate developers, entrepreneurs and company founders seeking to raise funds in exempt securities offerings.
Ryan later began his own practice in Denver, Colorado, where he is now based, continuing to work with clients across a wide range of asset classes and industries on structuring Reg D exempt offerings and drafting company formation and governance documents, private placement memorandum, security instruments and ancillary securities-transaction documents.
Ryan earned his JD from Brooklyn Law School in 2021 with a Certificate of Intellectual Property, Media and Information Law. He was also a member of the Brooklyn Law School Alternative Dispute Resolution Honors Society and winner of the 2019 New York Law School Intellectual Property Negotiation Competition. In his free time, Ryan spends his time hiking, camping, snowboarding and enjoying the outdoors.
Celine Ramsingh is a corporate paralegal with more than a decade of experience supporting attorneys, clients, and legal teams in sophisticated corporate, securities, governance, and transactional matters. Her background includes experience with domestic and international Am Law firms and financial institutions, where she has supported entity formations and maintenance, corporate governance, SEC and state securities filings, due diligence, UCC filings, closing coordination, corporate records, cap tables, and client-service workflows.
Known for her attention to detail, organization, and proactive approach, Celine partners closely with attorneys and clients to help move complex matters forward with accuracy, efficiency, and professionalism. She brings practical experience with corporate filing platforms, entity-management processes, EDGAR and NASAA EFD submissions, Carta, and the day-to-day coordination required to support fast-moving corporate and capital markets transactions.
Celine is pursuing a Master of Legal Studies at Northeastern University School of Law. She earned a Bachelor of Science in Criminal Justice, Legal Studies & Advocacy from Southern New Hampshire University, graduating summa cum laude, and an Associate of Science in Paralegal Studies with honors from Bunker Hill Community College. She is also a Massachusetts Notary Public.
Celine is passionate about helping businesses grow and appreciates the intersection of law, innovation, and entrepreneurship, where thoughtful legal support can help clients build for long-term success. Outside of the office, she enjoys traveling and spending time with her loved ones and pets.
Corporate & Securities Paralegal
We are building a team of professionals who want to apply their skills to something larger than themselves: Expanding access to wealth creation by reducing legacy barriers to private capital markets.
We are seeking professionals across multiple roles -including attorneys, paralegals, intake and client success specialists, billing and operations staff, marketing support, and firm administration -who share a commitment to excellence and a belief in our mission.
A track record of high-performance
A high degree of ownership and accountability
The ability to translate complexity into clarity
Strong judgment, attention to detail, and communication skills
A desire to work in a lean, entrepreneurial, and fully remote environment
Belief about how the law should not be a barrier to opportunity
but a tool to expand it.
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We operate as a fully remote firm, built around flexibility, responsiveness, and results.
Our model is different from traditional law firms:
Industry-focused and client-facing
A culture that values collaboration over hierarchy
Transparent compensation
model
We are not a place for people who hide behind process. We are a place for people who take
ownership, seek continuous improvement, and are mission-driven.
Interested applications can contact hello@sponsorcounsel.com with a resume and cover email that describes the following:
Real stories from real users who’ve transformed their processes with our expert services
Stay ahead with our legal insights on capital raising, compliance, and partnership strategies.
We believe clarity builds confidence. Here are answers to some of the most common questions we receive from sponsors, fund managers, and investors navigating private offerings.
Get in touch with us today!
Soft commitments are often when securities laws begin to apply -even before money is collected.
Securities counsel doesn’t raise capital; we structure the raise and communications to reduce risk.
Because passive capital raises are “securities,” they must be registered or qualify for an exemption (typically Regulation D). This includes choosing the right exemption, aligning communications with anti-fraud rules, and preparing investor documents. We also handle required filings (Form D and state notices). Getting it wrong can trigger rescission rights, regulatory action, delays, and personal exposure for sponsors.
It depends on the exemption you’re using. Under Rule 506(b), public marketing (“general solicitation”) is generally prohibited. That includes broad social posts, public webinars, podcasts, and outreach without a pre-existing relationship. Rule 506(c) allows public marketing but requires verification that all investors are accredited. Securities counsel helps align your marketing strategy with the right exemption. We also put guardrails around your communications to ensure compliance with anti-fraud rules.
The answer depends on your capital strategy -not your legal preference. Rule 506(b) prohibits public solicitation and is typically used for relationship-based raises, allowing investor self-certification. Rule 506(c) permits public marketing but requires verification that all investors are accredited.
If you have a strong existing network, 506(b) is often simpler; if you need broader reach, 506(c) may be more appropriate. We help you select the right exemption and implement it correctly.
This is one of the fastest ways to create securities liability risk. Paying commissions in a securities offering is generally prohibited unless the recipient is a registered broker-dealer (or an exception applies). Mishandling it can trigger rescission claims, regulatory scrutiny, and unenforceable compensation disputes.
There are compliant ways to build a referral engine but they must be structured up front. Clear boundaries on what third parties can and cannot do are critical. Securities counsel helps you design compliant outreach and compensation structures before money moves.
A compliant raise is more than a pitch deck. At a minimum, most offerings require an Operating/LP Agreement, PPM, Subscription Agreement, and regulatory filings (Form D and state notices). These documents establish deal terms, disclose risks, verify investor eligibility, and create a record of compliance. They also ensure your communications are consistent, complete, and legally enforceable. Getting this alignment right is critical to raising capital confidently.
Our job is to make sure your story, documents, and process all work together.
Platforms are valuable for administration -onboarding, deal rooms, e-signatures, and recordkeeping. But they don’t replace securities counsel, because the real risk is whether your facts and process comply with the law.
Templates can’t select the right exemption, structure communications, or address broker/finder issues and investor nuances. They also don’t tailor disclosures or handle edge cases across offerings.
A mismatch can create false confidence -and lead to rescission claims, scrutiny, delays, and costly fixes.
Best practice: legal counsel builds the legal framework; the platform operationalizes it.
Whether you’re launching your first syndication or scaling your next private fund, Syndicationcouncel helps you build compliant, investor-ready partnerships with clarity and precision. Let’s start the conversation.