Interview with: Erdem Mümtaz Hacıpaşaoğlu, Managing Partner

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Vircon Legal

What do you see as the main points that differentiate Vircon Legal from your competitors?

Vircon Legal was born from the idea that legal advisory for high-growth companies should be as agile and innovative as the businesses we serve. Unlike traditional firms that operate with heavy structures and distant hierarchies, we embed ourselves in our clients’ journeys—bridging law, strategy, and scale.

What sets us apart:

  • Deal Experience at Scale: We have advised on technology M&A transactions exceeding USD 100M in aggregate value—particularly on the sell-side for scale-ups and venture-backed companies.
  • Global Structuring Expertise: With a proven track record of 16,000+ U.S. company formations through our co-founded SaaS platform Clemta, we are unmatched in structuring cross-border vehicles across the U.S., EU, UAE, and offshore hubs.
  • Flip-Up Specialists: We are one of the very few firms in Türkiye trusted by leading VCs for flip-up transactions, helping startups relocate their corporate seat and restructure for global investment.
  • Venture Financing Innovation: We have negotiated hybrid SAFE/SAFT rounds with cross-border investors, balancing regulatory requirements with commercial flexibility—positioning founders and investors for success in complex global markets.
  • Scale-Up & Family Business Structuring: We combine startup agility with the discipline of corporate governance, advising both fast-growing tech companies and family businesses on institutionalization and long-term strategy.
  • Next-Gen Regulatory Advisory: From data privacy (GDPR, KVKK, CCPA) to crypto compliance and token reports, we help clients navigate regulatory arbitrage across jurisdictions with precision.
  • Practical Post-Incorporation Services: Especially for U.S. entities, we identify and correct overlooked corporate governance gaps—even in companies that have already raised significant investment.
  • Contracts as Growth Tools: From user agreements to e-commerce compliance to complex B2B contracts, we structure documentation that supports scalability and investor-readiness.

In short, we are not just lawyers—we are builders of legal infrastructure for ambitious companies, ensuring their structures are sound, their compliance is strategic, and their growth is globally scalable.

 

Which practices do you see growing in the next 12 months? What are the drivers behind that?

In the next 12 months, we expect accelerated growth in four core areas:

  • Venture Capital & Tech M&A: Driven by increased capital inflows into Türkiye’s startup ecosystem and exit activity from scale-ups, demand for sophisticated deal support will continue to rise.
  • Global Incorporation & Flip-Ups: With Turkish startups scaling globally, cross-border corporate structuring—particularly Delaware setups and flip-ups into the U.S. and EU—will grow significantly.
  • Crypto & Token Regulation: With Türkiye finalizing its crypto framework and global standards (FATF, MiCA) tightening, demand for crypto compliance, regulatory arbitrage, and tokenomics advisory will increase sharply.
  • Data Privacy & E-Commerce Compliance: Growing enforcement under KVKK, GDPR, and sector-specific rules will fuel demand from both tech companies and e-commerce players operating at scale.

The drivers are clear: capital flows into tech, regulatory tightening, and the globalization of Turkish ventures.

 

What’s the main change you’ve made in the firm that will benefit clients?

The biggest shift has been aligning our service model with the lifecycle of scaling companies.

  • From Incorporation to Exit: We don’t just form companies—we build scalable structures from day one, correct governance gaps, and guide clients through growth, financing, and exit.
  • Ecosystem Leadership: Through our partnerships with technoparks and accelerators, and our SaaS incorporation platform experience, we bring sector know-how that most firms simply don’t possess.
  • Tech-Enabled Advisory: We’ve integrated modern collaboration and automation tools that make legal services transparent, real-time, and agile.
  • Global Orientation: Our network across the U.S., EU, Middle East, and offshore hubs ensures seamless support for clients expanding internationally.

This repositioning means clients don’t just get legal answers—they get strategic legal infrastructure for growth.

 

Is technology changing the way you interact with your clients, and the services you can provide them?

Absolutely—technology is the backbone of our service model.

  • Collaboration: Clients interact with us on digital platforms that offer real-time visibility and direct partner access—eliminating traditional bottlenecks.
  • Automation & Precision: From document automation to compliance workflows, we leverage tools that deliver accuracy without sacrificing speed.
  • Cross-Border Scalability: Technology enables us to serve clients across time zones and jurisdictions seamlessly, matching the global nature of their businesses.

For a tech-driven firm like ours, technology doesn’t just make us efficient—it makes us more aligned with the innovation cycles of our clients.

 

Can you give us a practical example of how you have helped a client to add value to their business?

One striking example is our work with a fintech scale-up preparing for its Series A.

  • We restructured the company into a Delaware–Türkiye dual structure, enabling U.S. investor participation.
  • We identified overlooked corporate formalities in the U.S. entity (common among fast-growing startups), and retrofitted governance to investor standards.
  • We consolidated IP rights and built investor-friendly contracts, ensuring scalability and compliance.
  • We negotiated a hybrid SAFE/SAFT round with cross-border investors, carefully balancing regulatory requirements with commercial flexibility.

The outcome: the startup secured a USD 25M+ valuation, preserved founder control, and expanded into global markets with a robust, scalable legal foundation.

Beyond high-profile deals, we also drive ecosystem impact—whether by supporting entrepreneurs through technopark mentoring, offering pro bono compliance support for SMEs, or advancing sustainable business practices.

 

Are clients looking for stability and strategic direction from their law firms—and where do you see Vircon Legal in three years’ time?

More than ever. In an era where technology and regulation evolve in parallel, clients expect law firms to provide not just legal security but strategic clarity. They want firms that anticipate change, understand venture dynamics, and operate at global scale.

In three years, we see Vircon Legal as:

  • The go-to boutique for venture capital, tech M&A, and cross-border structuring in Türkiye.
  • A recognized leader in flip-up transactions, trusted by both startups and investors.
  • An authority in crypto regulation and data privacy, as these frameworks harden.
  • The first call for founders and investors seeking not only legal certainty, but also a growth-enabling partner.

Our vision is simple: to remain at the intersection of law, innovation, and strategy, building legal infrastructures that allow our clients to scale with confidence.