1. Tell us a bit about yourself and how you came to be in (or a customer of) the legal business?
Law was a natural career, but no one in my family was a lawyer. As a teenager in suburban New Jersey, I admired my best friend’s dad, a prominent litigator, for his warmth and logic. And I was good at arguing debates on differing sides of the same question. I could empathize and build policy-based arguments.
So I tried it out as a teenager. At 18, for a summer, I clerked in a local litigation boutique and liked the lingo and principles.
By, serendipity, I studied law first in France and got a French degree equivalent before knowing the difference between common law and civil law. Why France? France was not in the genes of this 13th generation American. After an exhausting but rewarding stint in varsity lightweight crew at Yale, I was looking for a post-grad vacation and won a Rotary Foundation scholarship. This let me “study” anything at the university in Grenoble, France, where I could ski. My job was to be an “ambassador of goodwill” and meet and present at local Rotary Clubs. I was the only American in the Grenoble law school. I studied Le Monde daily with a dictionary and become conscious of cute French diplomatic and conditional grammar. While I had studied French literature, the Grenoble experience led me progressively into a deep knowledge of different cultures. My thesis analyzed international sovereignty waivers for aviation.
Inspired by this quixotic adventure, at NYU School of Law, I expanded on aviation regulation but also learned all I could about U.S. law governing foreigners. I loved taxes and tax treaties, regulation of foreign investment, joint ventures, licensing, immigration and technology. In my first job, I started at a big international law firm (Coudert Brothers), moved to a smaller Paris firm with a New York office, where I was semi-dedicated to a French perfume company’s U.S. operations. When the small Paris firm was decimated by the departure of five lawyers who founded Salans (now Dentons), I worked in Paris for a year and a half.
Progressively, the path led me to support Asian, European and some Latin American investors and companies. The deals involved foreign tech and U.S. manufacturing or U.S. sales and distribution. I helped deliver foreign technology, products and skilled services to U.S. market. I would either localize foreign ops into the U.S. or globalize American ops for foreign markets. It takes both foreign and local talent to adapt. I learned vicariously when foreigner clients failed to test the U.S. market and or failed to focus on an economically defensible niche. My career has led me to working with foreigners from many countries. I became specialized in “information technologies” and “international business law.” Clients range across industries from broker-dealers, coal mining, fashion, cosmetics, airlines, aircraft manufacturing, aircraft equipment leasing, outsourced business services of all kinds.
2. What do you do for a living right now?
International business law and “international technology” law. It’s the law of business processes, ownership and operations. It includes anything that uses a computer.
Right now I assist business owners and senior executives implement their business strategies. For high-growth companies, this includes funding (debt and equity), strategic business relationships (co-marketing for a future prime-sub contract, licensing, annuity-based subscription services “SaaS’, connected devices (IoT), artificial reality, business process restructuring (and change management), supply chain transactions, outsourcing and service management. For mature companies, it includes manufacturing, distribution and outsourcing services agreements. For founder-owned companies, I do M&A from LOI to closing to post-merger integration and restructuring. “Digital assets” are hot, so my IT and corporate experience fit well into a niche of initial ventures, commercialization, growth processes and more deals.
Because of my broad background across industries and geographies, I am able to identify legal and tax issues and get help from others in my firm or my coterie of trusted “go-to” attorneys in other firms.
3. What has been your greatest triumph and your greatest success in the legal services field and what did you learn from each?
As a “tech lawyer,” it came as surprise that technology issues are subordinate to human relations. “Geek meets Greek”: psychology in business. So I marry the two disciplines, tech and psychology.
While I consider any successful deal closing to be a triumph, my greatest triumphs have been in finding commercially reasonable resolutions for nasty interpersonal problems between co-owners of a successful venture. Since the first thing a new lawyer learns is that everyone has different personal interests (and searches for different rights), the challenge (and triumph) lies in finding ways to integrate strengths and mitigate interpersonal weaknesses. So I need to read the motivations of the parties, identify possible scenarios and plan a great dénouement (end of the story) for the future.
- When an American manager of a 50-50 joint venture call center company “borrowed” $500,000+ from the JV company without Board approval, I spearheaded the process for structuring and executing a joint exit by all shareholders. My Indian clients got paid back the $10+ million loan and the Americans and Indians got practically nothing on the sale. I was instrumental in avoiding huge losses. We did not waste time trying to put the culprit in jail. We got the money out. A beautiful recovery.
- As another example, a young lawyer wanted to become the third founder of a popular entertainment website, but soon he failed to perform competently, exposing the company to loss of intellectual property and non-compliance risks. When the other founders wanted to kick him out, he demanded $500,000 to buy him out, knowing it could not be paid. So I recommended liquidation. He got an undivided third of little value. My clients, the other two founders, formed a new company, got copyright assignments from writers, relaunched and have turned into a great success. A beautiful restart.
- In a third example, I did the U.S. legal work for a consolidation and “rollup” of three companies (US, UK and Canadian) under a new UK holding company. It required specialized knowledge of merger taxation and corporate restructuring. The founders of the UK company used the opportunity to be bought out and replaced by a professional manager. The founders of the other companies (and the new manager) were able to instantly create a global brand, begin standardization of product design, adopt uniform enterprise resource planning (ERP) software and develop a lower-cost offshore supply chain for new products. A beautiful relaunch!
- Other examples involve the “virtual rollup” of multiple founder-owned companies under a single brand for network connectivity services. Everyone kept their own venture but all sold out for a combined $225 million. A beautiful sunset!
4. Do you think the legal industry is headed in the right direction, the wrong direction – or which direction?
Well, there’s no “right” direction. Clients expect us to act like consultants and to compete with consultants, tech service providers, data bases and publicly available information on anything that does not require skill, judgment, experience or insights.
New direction: For service delivery, it’s moving towards outsourcing of “non-legal” elements of the legal process, software for process automation and third-party experts in compliance counseling (which sounds like lawyering) and audits.
Steady course: For value, clients want to hire someone whom they can trust. So there’s no change in motivations, only in marketing, service delivery and alternative billing structures for fixed fees, risk sharing and project management.
5. Who – or what – inspires you – and why?
In the arts, I love the French impressionist painters. They focused on themes of community, natural beauty, peace and harmony. Ditto for the grand masters of symphonic music.
In business, I have been inspired by the works of Thomas Pink, a psychologist. In his book A Whole New Mind, he integrates left brain (geek) and right brain (relationships). He focuses on finding ways to relate to others through stories, communicating feelings and ultimately finding the maestro (orchestra conductor) in all of us. Everyone relates to each other. We all make music together.
6. What advice would you give to the younger generation contemplating law as a career?
The law as a discipline defines rights and duties for the betterment of society.
The law as a personal career only exists because of its relevancy to people’s interactions and the challenges that people face in establishing, defending and negotiating rights and responsibilities. Today, the principal economic challenges to Millennial generation (and more mature businesses such as GE) arise from information technologies “on steroids.” Exogenous changes can displace and disintermediate “knowledge workers” through “digital transformation.”
So, if you want a career in a knowledge profession like the law, you will need to learn and apply skills not traditionally found in law schools: tools for working remotely, for teambuilding across enterprises, for marketing and sales, and for personal reputation management. Learn a variety of skills in a variety of specialties, and be ready to adapt and adopt new specialties in a life-long learning process.
7. How ready for change do you think the legal industry is?
Readiness varies across a spectrum of age, perspective, legal firm structure and geography.
For “traditional” law firms, there is resistance to change, but this is tempered by forward-looking junior partners. As I have seen in “lift and shift” transitions (knowledge transfer to external contractors) in “traditional” outsourcing projects, any change meets with resistance from entrenched interests. At that point, senior management (the management committee and maybe a professional administrator as “head of firm”) must intervene to ensure compliance, or the change won’t happen will. Traditional firms will continue to de-equitize and fire underperforming partners, so this environment leads to “churn,” mergers of weaker firms, mergers to “go national,” acceptance of lateral partners and spawning new small firms. This has been a traditional “renewal” strategy that I experienced in prior firms.
For “new age” law firms, “digital transformation,” or DT (a/k/a, “delirium tremens”) is forcing change. Managing partners are adapting by becoming investment vehicles for future technologies, partnering with tech firms for supporting clients through “internal audit” and compliance management, like a consulting firm. Other firms have adopted a virtual law firm strategy, with a fancy address of a shared work space like Regus or WeWork; the partners work from home or local offices they choose to pay for from their own pocket; the firm establishes a “series” LLC that can invest (by sweat equity) in startups (like a few Silicon Valley firms have done).
In short, readiness means going outside your comfort zone and learning to adapt, experiment and be tenacious.
8. Is more – or different – leadership required? In what ways?
Leadership is struggling with “connected information” in what I call the “Internet of Law.” The Internet of Law resembles the Internet of Things (connected devices), in which are beginning to see self-driving vehicles, intelligent drones, and sensory devices communicating with other devices to react to external events.
In the “Internet of Law,” online sites offer free or low-cost templates for documents. So law firm leadership needs to publicize and inspire trust in the lawyer as a close advisor for strategic success. Lawyers need to understand the threats of commoditization, globalization, new entrants from consultants, technology service providers and accounting firms, offshoring to low-wage societies, self-service, chatbots and other tools. So leadership has to develop business plans for renewal of the business model.
That’s the music the industry is facing.
9. How deep do you think will be the inroads of technology in the industry?
Huge. Career-threatening. It might be wise to go back and take a second look at the movie Space Odyssey 2001. There, the solution to run-amok robots was to cut the robot out of decisions and actions that have some emotional context. Let’s let the robots do the technical mechanism, but let’s audit them for bias, prejudice and respect for human values. The trick is to get the tech to support human choices for the betterment of mankind.
10. In ten years, do you see an industry much as it is – or do you see new players, new technology and an altered state?
Well, every law firm site will have speech recognition to listen and chatbots (online “help desk”) to answer questions and solicit online for new clients. Indian “legal outsourcing” firms are already offering cheap human services, analyzing and automating processes, and thus will have artificial intelligence for problem solution using online questionnaires. So the altered state is a universally accessible online law firm with call centers to capture smaller clients.
For large corporate clients, law firms must be all things to all geographies. This will require excellence in the disciplines of corporate compliance across geographies and areas of practice. Only with effective sales processes (with budgeting, process management and relationship management) will the large firms survive.
This leaves open the door for lower cost specialty law firms to network with others.
11. Are consultants and lawyers looking increasingly similar? Should the distinction continue?
A consultant starts by asking the question, “What is the problem to be resolved?” Not surprisingly, pain recognition and scope definition begin the resolution functions provided by a consultant, a lawyer, an engineer, a doctor or any other knowledge professional.
The traditional differentiators defining the “unique” roles of the lawyer have traditionally been the ethics, a guarantee to the means to approach a problem (including knowledgeability of rules and choices) but exclusion of any guarantee of the outcomes, and professional liability for malpractice. Such differentiators are no longer sufficient, since clients are demanding some level of results in outcomes. And alternative fee arrangements may include bonuses and penalties for certain outcomes. Consultants bring a solution, so lawyers should too.
Even litigators have to manage litigation as a consulting project.
12. What are your thoughts on the increasing availability of data to guide client-side procurement of legal services
Law is increasingly data driven, with performance metrics dictated by the fee arrangement and scope of services.
As in any outsourcing, the successful client considers hiring a lawyer or law firm not only to structure the relationship by contract, but also to help keep the relationship on track if it gets bumpy. Lawyers (and consultants) thus guide the ongoing relationship management process. In this process, it is key to have the client informed about current and projected business requirements (such as compliance, tax planning, and privacy and data security). Clients will be less loyal because they will start thinking about knowledge capture and retention through in-house counsel, in-house data and technologies to capture and analyze outcomes by law firms, and other metrics. Such metrics are already being used to evaluate performance of outsourcing service providers.
13. Lawyers have typically regulated to keep non-lawyer investors out but that’s a two-edged sword these days. What are your thoughts?
Organizationally, law firms are not organized for capital investment, but ongoing capital investment (and some deferral for the “rents of capital” (profits) is what may be needed for survival. So independence and ethical neutrality need to face risk management and changes in law for compliance tools. We should take a look at the “Alternative Business Structures” that English law now permits for investor ownership: high volume, high automation, low fun and low profits for the lawyers.
Investors already exist to fund litigations by unrelated law firms. This separates the risk-taking of paying legal fees and getting no results, on one hand, from risk-taking by recommending various legal strategies and implementing the client’s choice. So separation is useful to the client and keeps the lawyer “honest” in a fiduciary capacity. It’s champerty, but not by the lawyer.
In theory, merging the two (investors and lawyers) will probably not harm clients if the operational structure is called gambling. But then we’d have to accept this and ignore the traditional ban on champerty and maintenance and the logic behind the ban.
A better solution might be to have the law firm structure itself under lawyer-owners and allow investors to fund processes (litigation) and to become investors. But this might create conflicts of interest between doing right and doing profits. So it’s not clear there is an ideal solution.
In other countries, the loser pays the winner. That would be a policy change to really eliminate frivolous litigation or litigation intended to change the rules under common law or interpretation of a particular statue.
14. What’s the one most significant factor that will drive change in your view?
The Internet of Law, based on the Internet of things: mobile devices, connected devices, Law as a Service (remember “Software as a Service” for your cloud computing needs?).
15. Are we seeing the demise of the “profession” and the real emergence of the “business” of law?
Yes. The profession was always a business. Recently, it has lost the monopoly. As a result, it is now is more commercial to compete with non-licensed “solutions” to legal problems.
16. What do you consider is the greatest challenge facing the industry?
Law firms must face pricing instability in an era of technological and geographical disruption due to a new multiplicity of diverse solutions to a client’s legal needs. New competitors are popping up. In this context, how can a law firm (or lawyer) make the best investment in time, learning and tools?
17. What do you see as the greatest opportunity for the sector looking forward?
Those who anticipate changes and adopt new tools will survive. The greatest opportunities will be found in developing, demonstrating, marketing, selling, delivering and continuously improving quality of service.
18. Do you think law can improve its track record on diversity and inclusion? How?
If lawyers survive only by being trusted advisors, how can minorities demonstrate their trustworthiness, especially at the beginning of one’s career? How can trustworthy judgment be demonstrated when corporate clients don’t want to pay hourly rates for first-year and second-year lawyers “learning on the job.”
I think most law firms are conscious of the diversity issue. Smaller firms have a harder challenge, since diversity is not always a result of quotas but rather of the personal relationships among partners. So partners need to ask themselves about “inherent bias,” a psychological issue that is receiving new press in the field of ADR where arbitrators and mediators are supposedly “neutrals.”
Diversity and inclusion will be augmented when minority lawyers can have access to technological education and technological tools, as well as learning from mentors. The New York City Bar Association has a mentoring program where senior lawyers mentor juniors at a discounted hourly rate to avoid malpractice risks. This could be expanded to promote solos or small law firms of minorities.
19. Will the current regulatory framework around law help or hinder it in the future?
The current regulatory framework is struggling between regulatory monopoly and non-regulated equivalents. In patent law, the “doctrine of equivalents” says that if an innovation is the same as another, both are covered by the patent. Bar associations will be looking at a lot of “unauthorized practice of the law” and deciding whether or not a given technological tool or consulting services fits into the definition of lawyering. The tensions continue, but the consumer and the politician will be the ones to decide how much “UPL” is “illegal.”
20. Who do you think are the greatest influencers on the industry these days?
Wow. It’s a circus. Let’s list a few:
- Big Data companies that collect public and private records and have an interest in providing “law as a service” to lawyers, including in-house counsel.
- Big Four accounting firms, who understand globalization and cross-selling of related services.
- Global law firms that invest capital and training in designing and delivering standard solutions, with variations.
- Legal outsourcing firms that use manpower trained in U.S. and U.K. law in locations without the cost overhead.
- Virtual law firms of like-minded lawyers, led by management who are lawyers but also business oriented leaders and visionaries.
- Cell phones for all your solutions.
21. If you had to do it all over again, would you? Or what would you do differently?
I have enjoyed my voyage. But I would have liked to know more about finance, marketing and product development from the start. I regret not getting a joint MBA-JD, but I had already had enough of law schools and wanted to get into the real world. So I have had to learn this on the job, and also learn new skills as new laws evolve.
I would not change the fact that I have to learn on the job. In addition to the mandatory statutory reading in corporate and intellectual property law, I have read NAFTA, GATT, Dodd-Frank and Obama’s Patient Protection and Affordable Care Act in toto…. Imagine how lawyers in the 1950’s had to adapt to the Uniform Commercial Code!
And I’m always asking myself whether and how I could improve. This is part of the Carnegie-Mellon “business process maturity” framework that was first applied to generic business processes.
22. If a law firm was a startup pitching for investors, would you be an investor?
Unlikely. I would listen to the proposal and evaluate just like VC’s and private equity evaluates.
This question turns “establishment” law into “startup law.” Given the number of famous bankruptcies and simple failures to communicate (Coudert Brothers, for example), we need to ask every day how can we change our clientele, our methods, our tools, to thrive?
As an investor and counselor to some startups, I advise investors and managers on structuring and initiating new ventures. For a law firm as startup seeking funding, the “pitch” deck and “pitch night” presentations would have to show me the management’s capacity for leadership, the business plan, strategy, anticipated market share, competitive advantage, competitive risk, use of the investment for technological disruption, etc.
If I’m investing, I would invest in growth and adaptation.
By the way, what’s the upside When’s the payout? Is there an “exit” for an IPO or strategic buyout? Or do I get a license royalty to recover my investment or a preferred return? Do I give golden handcuffs to the founders? DO I require them to get “vested” “shares” only if they stay around for 4 years?
1. If you weren’t doing this, what would you be doing?
Consulting for business innovation and resolution of business relationships.
2. What would you like to be known for?
Business consulting in growth, internationalization, supply chain management (and integration across supply chains). Corporate divorce and business restructuring. Project realignment to reduce stresses and conflicts, and to recommit towards either joint collaboration or joint exit.
3. What would surprise everyone if they knew (they may now).
The skillsets necessary to achieve a successful project are the same for restructuring and exiting a failed project. Whatever the level of complexity and contingencies, success still boils down to listening attentively, exploring alternatives and communicating along each step. I have actually intervened in relationship failures and helped everyone get to a mutually satisfactory resolution. I have been doing this for many years, but last year I took 40 hours of mediation training to explore methodologies. That confirmed my effectiveness, extended my toolbox for problem resolution (as advisor and advocate, or as a neutral) and gave me confidence I can make a difference in a troubled situation.
4. What’s your favorite hobby or activity outside of law?
Sports and outdoors activities, I have been a life-long sailor, but do hiking, biking, walks.
5. What’s your favorite sports team?
6. What’s your favorite city?
Paris. I have spent more time living there than in any other city outside the U.S. But there are many others.
7. What’s your favorite food?
Salmon and salad
8. What’s your nickname – and why?
In French, it rhymes with “habile,” or “competent and skilled”. But it also rhymes with “débile,” or “debilitated and screwy.” So I have some fun about being “Bill.”