By John L. Watkins
One of the best New Year’s Resolutions any business can make is to have a legal checkup. The idea of a legal checkup (sometimes called a legal audit) is to identify potential legal risks and issues and to take proactive measures to resolve or minimize them before they become expensive problems. The nearly universal rule is that it costs less to resolve a legal issue early on - such as through a proper contract prepared with professional assistance - rather than trying to address the issue later, such as through litigation.
The best legal checkups are customized for each business. The legal issues faced by a start-up will be different than those of an established larger business. The legal risks of a trucking company can be quite different from those of a software company.
If a business has in-house counsel, then in-house counsel should coordinate the review, with the assistance of outside counsel as necessary. If a business does not have in-house counsel, it should have a continuing relationship with an outside business attorney, who can handle the work.
Each legal review should be customized, but here are some of the issues to be considered. The items are listed starting with issues that are more frequently faced by small companies and then proceeding to issues more frequently faced by medium-sized or larger companies.
• Has the business properly maintained its registration with the secretary of state or other authorities? Failure to maintain registration (at least in some jurisdictions) can result in dissolution, which can in turn lead to a loss of corporate liability protection.
• Does the business maintain proper corporate or company records? Are corporate minutes and resolutions, for example, maintained and up to date? Failure to maintain proper records may put the corporate liability shield at risk.
• Does the business properly maintain financial records? Are loans from shareholders or members properly documented? Are corporate financial expenditures segregated from personal expenditures? If there are multiple corporations, are separate books and records carefully kept for each company? Again, failure to maintain proper financial records may place the corporate liability shield at risk.
• Does the business have a professionally drafted set of terms and conditions under which it does business? Do the terms and conditions properly limit risks, such as by disclaiming implied warranties and limiting remedies? Have the terms been reviewed recently?
• In addition to customer terms and conditions, are supplier terms and conditions properly documented? Are subcontractor terms and conditions documented? Do suppliers and subcontractors assume an appropriate level of risk in relationship to the transactions? Do suppliers and subcontractors have sufficient financial resources and insurance to back up their obligations?
• Does the business have procedures for protecting confidential information and trade secrets? Are employees who handle the information subject to non-disclosure agreements (“NDAs”)? Do suppliers, contractors, subcontractors or customers have access to the confidential information and trade secrets, and, if so, are they also subject to NDAs? Have the NDAs been professionally prepared and recently reviewed?
• Does the business have other intellectual property in the form of patents, copyrights, and trade secrets? Is the intellectual property carefully managed and protected? Are procedures in place to make sure that deadlines are met and fees are paid?
• Does the company have in place proper security and privacy procedures for its information technology? Has the company determined if there are any special regulatory requirements for data storage, security, or privacy applicable to its industry? Does the company outsource any of its IT, such as to a cloud computing provider? If so, has the company performed proper review and due diligence of the provider’s technology and procedures? Does the contract with the cloud computing provider protect the company’s interests?
• Does the business periodically review its employment and employee benefit procedures? Do key employees have employment contracts with appropriate covenants (which may include, depending on the circumstances, covenants not to compete and non-solicitation covenants)? Have employment contracts been recently reviewed and updated?
Note: There are important changes to Georgia law. Employers in Georgia should, in particular, consult with an employment attorney regarding the changes.
• Has the company carefully assembled and reviewed its insurance coverage? Does the company really know what is covered and not covered? Have the policy limits been reviewed for adequacy? Is there a procedure in place for reviewing endorsements that insurers may add upon renewal that may limit coverage? Have issues such as environmental liability, employment liability, and cyber liability been considered and properly insured? Does the company grant “additional insured” status to customers? If so, has the potential effect on the company’s aggregate policy limits been considered?
• Does the business have procedures in place for handling and documenting potential claims? Are potential claims reported promptly to the insurance carriers? Are claims tracked? Do the carriers and defense counsel provide periodic reports?
Please note that this is not intended to be a complete list, although it should provide a reasonable starting point. If you do not have an in-house attorney, the business should engage a regular outside attorney to learn about the company’s business and serve as a trusted legal adviser. If you do not know how to go about finding an attorney, check out my book, An Insider's Guide on Hiring a Business Attorney, which provides a step-by-step guide for finding, evaluating, interviewing, engaging, and working with a business attorney.
Showing posts with label Barnes and Thornburg. Show all posts
Showing posts with label Barnes and Thornburg. Show all posts
Saturday, January 1, 2011
Saturday, October 23, 2010
Thinking About Cloud Computing and Cyber-Security?
By John L. Watkins
Many businesses are thinking about using cloud computing providers for all or part of their IT infrastructure. Cloud providers promise scalability, off-site IT management, availability and security. As with all new technologies, there are many legal issues.
My law firm, Barnes & Thornburg LLP, has recently established a Cloud Computing and Cyber-Security practice team that cuts across many legal disciplines. My partner, Roy Hadley, and I are the leaders of the new team.
Roy is a true information technology specialist. Roy has practiced for many years in the technology space, including serving as general counsel and chief privacy officer of technology companies. I bring the litigation, insurance coverage, and general business perspective. We have many other members on the team specializing in different disciplines, including intellectual property (which is very strong firm-wide at BT), information technology, insurance coverage and recovery, international law, tax, and general business, among others. The collective experience our colleagues bring to this initiative is pretty amazing. The firm will be launching a blog on cloud computing and cyber-security topics shortly.
Roy and I were recently asked to write a primer on the legal issues for the Georgia State Bar’s Technology Section. Click here to read the article. I hope you find it useful. Caveats: This is a general overview written from a general U.S. point of view. There are additional issues in Europe. As a general statement, Europe seems to be ahead of the U.S. in dealing with these issues.
Many businesses are thinking about using cloud computing providers for all or part of their IT infrastructure. Cloud providers promise scalability, off-site IT management, availability and security. As with all new technologies, there are many legal issues.
My law firm, Barnes & Thornburg LLP, has recently established a Cloud Computing and Cyber-Security practice team that cuts across many legal disciplines. My partner, Roy Hadley, and I are the leaders of the new team.
Roy is a true information technology specialist. Roy has practiced for many years in the technology space, including serving as general counsel and chief privacy officer of technology companies. I bring the litigation, insurance coverage, and general business perspective. We have many other members on the team specializing in different disciplines, including intellectual property (which is very strong firm-wide at BT), information technology, insurance coverage and recovery, international law, tax, and general business, among others. The collective experience our colleagues bring to this initiative is pretty amazing. The firm will be launching a blog on cloud computing and cyber-security topics shortly.
Roy and I were recently asked to write a primer on the legal issues for the Georgia State Bar’s Technology Section. Click here to read the article. I hope you find it useful. Caveats: This is a general overview written from a general U.S. point of view. There are additional issues in Europe. As a general statement, Europe seems to be ahead of the U.S. in dealing with these issues.
Sunday, October 10, 2010
Trade Secrets, Green Technology and Protecting What You Think You Own
By John L. Watkins
According to a press release from the FBI last month, green technology is an increasingly attractive target for "would-be information thieves looking to make a fast buck." The Economic Espionage Act is a federal law that makes trade secret theft a federal crime. The language of the Act is very similar to the Uniform Trade Secrets Act, variants of which have been adopted by most states. The state acts provide for civil remedies (damages and injunctions), and sometimes criminal penalties.
Many companies -- large and small -- seek to protect important information as trade secrets. It is often impractical, for example, to maintain a large patent portfolio. The Copyright Act can provide some protection, but is limited in its scope. A trade secret, in contrast, can potentially be almost any information that has economic value and that is subject to reasonable efforts to maintain its secrecy. Examples can include customer lists, supplier lists, business plans, computer programs, formulas, and financial information, all depending on the particular circumstances.
The Need for Protection
A key element for protection under virtually any trade secret law is that the owner took reasonable steps to protect the information. Companies or individuals with trade secrets -- from start-ups to the largest companies -- need to make sure they have acted to maintain the secrecy of their information. This requires legal help, preferably from the beginning.
The vision of recent college graduates (or dropouts) writing software or developing other technology in a storefront office or a garage is a modern variant of the American Dream of rising from rags to riches. Such efforts are not necessarily mere pipe dreams. In fact, modern technology and decreasing barriers to entry probably make it more possible than ever for an entrepreneur to become successful, if not becoming the next billionaire.
This same technology -- thumb drives that hold gigabytes of information and portable hard drives that hold terabytes -- make it easy for anyone with access to the information to copy it. More and more trade secret cases are being brought against former employees who used such technology to take company information.
The start-up is particularly vulnerable. In many instances, friends will work together in developing technology or another invention. Sometimes, entrepreneurs will “partner” with another company for a particular purpose. In some instances, an investor will come into the mix. In each instance, if intellectual property rights are not documented properly, the possibility of a future dispute becomes very real.
Further, the possibility of a future dispute or lawsuit increases in direct proportion to the success of the venture. Put more bluntly, it is not likely that anyone will fight over worthless technology. It is very likely, however, that disputes will develop over valuable technology.
When inventors or entrepreneurs believe they have developed, invented or written something valuable, it is critically important to consult with an experienced attorney. All employees should sign a written non-disclosure agreement. It is also important to enter into a non-disclosure agreement before entering into any relationship with a third-party business “partner” or an investor. It is equally important that persons working together document their respective rights and obligations regarding the technology, writing or invention. (In addition to trade secret protection, it is also important to consider whether to seek additional protection, such as a patent application or copyright registration).
This is definitely not a situation where inventors, entrepreneurs or investors should try to go it alone or use Internet forms. Prospective clients should also not assume that every lawyer has the necessary experience or expertise to prepare proper documentation or to provide the proper advice.
Having proper non-disclosure agreements and other contracts in place is only the beginning. Adopting procedures and practical measures to maintain the secrecy of the information is also very important. This includes limiting access to the information to those who really need to have such access, monitoring usage, and being diligent in reinforcing the need to keep the information secret. Experienced legal counsel can offer practical advice on this subject.
This is an area in which experienced counsel can provide substantial value at a low cost. Management looking to cut a few corners by avoiding legal fees or who think they can go it alone (frankly, a common attitude among entrepreneurs and engineers) often find that failing to invest a little in initial legal advice later leads to costly legal bills, a loss of any protection for their technology, or both.
Trade Secret Litigation
If a company expects that there has been an information breach, it is extremely important to consult immediately with counsel. It may be necessary to engage forensic experts to determine whether there has actually been a breach and the likely extent of the breach. Ideally, forensic experts should be engaged with the assistance of counsel. The failure to act promptly may compromise potential legal and equitable remedies.
Given the FBI's stated interest, it may be tempting to turn the investigation over to the criminal authorities. This should be done only after consultation with company counsel.
First, and most importantly, the authorities are probably not going to be able to secure any direct relief for the company. Damages and injunctive relief will need to be sought directly by the company. Second, involving the government also involves a loss of control. The authorities, not the company, decide whether to proceed and how aggressively to pursue the matter. In contrast, the company can decide how it wishes to pursue possible civil remedies. Third, if the government is to be involved, their involvement is typically best handled through company counsel.
Conclusion
Trade secret statutes provide substantial civil and criminal remedies for the misuse of proprietary information. Not surprisingly, green technology and other cutting edge technology provide attractive targets for those seeking to profit from the work of others. It is critically important to involve counsel as early as possible in protecting confidential and proprietary information. If there is a breach, the early involvement of counsel will help achieve the best possible outcome.
If you do not know how to find a business attorney and need a resource, my book, An Insider's Guide on Hiring a Business Attorney, provides a step-by-step guide for finding, evaluating, hiring, and working with a business attorney. It is available on Amazon.com for $15.99.
According to a press release from the FBI last month, green technology is an increasingly attractive target for "would-be information thieves looking to make a fast buck." The Economic Espionage Act is a federal law that makes trade secret theft a federal crime. The language of the Act is very similar to the Uniform Trade Secrets Act, variants of which have been adopted by most states. The state acts provide for civil remedies (damages and injunctions), and sometimes criminal penalties.
Many companies -- large and small -- seek to protect important information as trade secrets. It is often impractical, for example, to maintain a large patent portfolio. The Copyright Act can provide some protection, but is limited in its scope. A trade secret, in contrast, can potentially be almost any information that has economic value and that is subject to reasonable efforts to maintain its secrecy. Examples can include customer lists, supplier lists, business plans, computer programs, formulas, and financial information, all depending on the particular circumstances.
The Need for Protection
A key element for protection under virtually any trade secret law is that the owner took reasonable steps to protect the information. Companies or individuals with trade secrets -- from start-ups to the largest companies -- need to make sure they have acted to maintain the secrecy of their information. This requires legal help, preferably from the beginning.
The vision of recent college graduates (or dropouts) writing software or developing other technology in a storefront office or a garage is a modern variant of the American Dream of rising from rags to riches. Such efforts are not necessarily mere pipe dreams. In fact, modern technology and decreasing barriers to entry probably make it more possible than ever for an entrepreneur to become successful, if not becoming the next billionaire.
This same technology -- thumb drives that hold gigabytes of information and portable hard drives that hold terabytes -- make it easy for anyone with access to the information to copy it. More and more trade secret cases are being brought against former employees who used such technology to take company information.
The start-up is particularly vulnerable. In many instances, friends will work together in developing technology or another invention. Sometimes, entrepreneurs will “partner” with another company for a particular purpose. In some instances, an investor will come into the mix. In each instance, if intellectual property rights are not documented properly, the possibility of a future dispute becomes very real.
Further, the possibility of a future dispute or lawsuit increases in direct proportion to the success of the venture. Put more bluntly, it is not likely that anyone will fight over worthless technology. It is very likely, however, that disputes will develop over valuable technology.
When inventors or entrepreneurs believe they have developed, invented or written something valuable, it is critically important to consult with an experienced attorney. All employees should sign a written non-disclosure agreement. It is also important to enter into a non-disclosure agreement before entering into any relationship with a third-party business “partner” or an investor. It is equally important that persons working together document their respective rights and obligations regarding the technology, writing or invention. (In addition to trade secret protection, it is also important to consider whether to seek additional protection, such as a patent application or copyright registration).
This is definitely not a situation where inventors, entrepreneurs or investors should try to go it alone or use Internet forms. Prospective clients should also not assume that every lawyer has the necessary experience or expertise to prepare proper documentation or to provide the proper advice.
Having proper non-disclosure agreements and other contracts in place is only the beginning. Adopting procedures and practical measures to maintain the secrecy of the information is also very important. This includes limiting access to the information to those who really need to have such access, monitoring usage, and being diligent in reinforcing the need to keep the information secret. Experienced legal counsel can offer practical advice on this subject.
This is an area in which experienced counsel can provide substantial value at a low cost. Management looking to cut a few corners by avoiding legal fees or who think they can go it alone (frankly, a common attitude among entrepreneurs and engineers) often find that failing to invest a little in initial legal advice later leads to costly legal bills, a loss of any protection for their technology, or both.
Trade Secret Litigation
If a company expects that there has been an information breach, it is extremely important to consult immediately with counsel. It may be necessary to engage forensic experts to determine whether there has actually been a breach and the likely extent of the breach. Ideally, forensic experts should be engaged with the assistance of counsel. The failure to act promptly may compromise potential legal and equitable remedies.
Given the FBI's stated interest, it may be tempting to turn the investigation over to the criminal authorities. This should be done only after consultation with company counsel.
First, and most importantly, the authorities are probably not going to be able to secure any direct relief for the company. Damages and injunctive relief will need to be sought directly by the company. Second, involving the government also involves a loss of control. The authorities, not the company, decide whether to proceed and how aggressively to pursue the matter. In contrast, the company can decide how it wishes to pursue possible civil remedies. Third, if the government is to be involved, their involvement is typically best handled through company counsel.
Conclusion
Trade secret statutes provide substantial civil and criminal remedies for the misuse of proprietary information. Not surprisingly, green technology and other cutting edge technology provide attractive targets for those seeking to profit from the work of others. It is critically important to involve counsel as early as possible in protecting confidential and proprietary information. If there is a breach, the early involvement of counsel will help achieve the best possible outcome.
If you do not know how to find a business attorney and need a resource, my book, An Insider's Guide on Hiring a Business Attorney, provides a step-by-step guide for finding, evaluating, hiring, and working with a business attorney. It is available on Amazon.com for $15.99.
Sunday, July 25, 2010
Why I Moved to Barnes and Thornburg LLP
By John L. Watkins
This week, Tom Chorey, Tom Gallo and I left Chorey, Taylor & Feil, P.C. to join the Atlanta office of Barnes & Thornburg LLP. Barnes & Thornburg is an Am Law 100 firm with about 540 attorneys with offices in Atlanta, Indianapolis, D.C., Chicago, Minneapolis, Columbus, OH, Wilmington, DE, and other cities.
BT's Atlanta office is quite new. The Managing Partner in Atlanta is Stuart Johnson, a corporate attorney who was formerly a partner at Bryan Cave Powell Goldstein. With our addition, the Atlanta office will have about 20 attorneys in many disciplines.
Many of our friends and colleagues in the legal community will no doubt be surprised by our move to BT. Tom C. and Tom G. undoubtedly have their own reasons, and I will not try to address them, but I can address mine.
After practicing for large law firms (Hansell & Post, then Long Aldridge & Norman/McKenna Long & Aldridge) for over 25 years, I joined the field of "small law" in 2007. I was briefly a shareholder of Wagner, Johnston & Rosenthal, P.C., which is an excellent small firm in Atlanta, and a place where I have many friends. In December 2007, I had the opportunity to join CTF as a shareholder.
CTF truly has exceptional attorneys. Two of these exceptional attorneys are Tom Chorey and Tom Gallo. Tom Chorey is an amazing corporate attorney with tremendous experience, a tremendous work ethic, and incredible compassion for his clients. Tom Gallo is an outstanding litigator, combining great technical skills and experience with common sense. Tom G. is also just an incredibly nice guy.
When it became apparent that CTF, as it had been constituted, was not going to stay together, a priority for me was to keep practicing with Tom C. and Tom G. Although we had a number of excellent alternatives, we chose to come to BT. There are several reasons BT proved very attractive.
First and foremost, BT presents an extremely unique opportunity. I have known about BT for many years, having used the firm as local counsel in a matter a number of years ago. The firm was very impressive in acting as local counsel, and I have always had a great deal of respect for BT as an excellent firm.
In learning more about where BT is today, I became even more impressed. The firm has grown, even through the Great Recession. This appears to be the result of combining great lawyers and great capabilities with a rate structure that conveys value and is consistent with the firm's Midwestern roots.
The firm also has great depth and covers almost every discipline of law. Chorey commented to me the other day, "Do you know the firm has a nanotechnology department?" I replied that I did know that, but that it was very small. Tom did not get the joke right off the bat. Bad joke aside, the fact that the firm covers nanotechnology is extremely relevant, because we have a new client in that industry and having expertise in the area will only help us provide greater value to that client.
The way the firm has gone about building the Atlanta office is also very impressive. The lawyers in the Atlanta office have great resumes and experience. One of the partners the firm just added is Roy Hadley, an excellent corporate attorney who focuses on technology companies, and an old friend and colleague from Long, Aldridge & Norman. The depth and experience of the lawyers in the Atlanta office alone -- which covers some key areas we did not cover at CTF -- should help us serve our clients more efficiently.
Another key factor was that the firm has a nationally recognized insurance recovery practice for business policyholders. BT's insurance coverage practice for policyholders is ranked in the top 10 nationally. A large part of my practice focuses on insurance coverage. Although I have represented insurance companies in the past, my current practice focuses on representing only policyholders. It was thus important for me to find a firm that represented policyholders and not insurers. BT's depth in this area can only help serve business clients with insurance coverage issues.
The final factor, and a very important one, is the ability to focus on practicing law. When I left the large firm world in 2007, the allure of the small firm world was freedom: The ability to practice law the way you want to practice. After over three years in the small firm world, this has proven to be highly overrated, at least for me.
Although the small firm world provides freedom, it also comes with the distractions of trying to run a small business. I will certainly not miss attempting to manage the firm's website, dealing with vendors, trying to do the firm's public relations and marketing with no resources, and the countless other tasks that come with a small law firm. BT has the resources to deal with these issues and to allow me to focus on the two things that I believe are most important: Serving clients and finding new ones.
In December 2009 and January 2010, I wrote An Insider's Guide on Hiring a Business Attorney, a book written for business owners and executives about finding, evaluating, interviewing, hiring, and working with a business attorney. One of the chapters of an Insider's Guide deals with evaluating large firms vs. small and medium-sized firms. I tried to look at the issue objectively, but assumed that, since I had at that time joined the small firm world, I would end up favoring small firms.
That is not how the chapter turned out. In looking at the issue objectively, it was simply undeniable that large firms possess some advantages (generally, excellent attorneys and breadth of coverage). Although excellent small firms also can possess advantages (generally, personal service and a lower rate structure), I concluded that clients generally hire lawyers and not law firms.
In thinking about the large vs. small firm issue, it dawned on me that, if a firm could put together the resources of a large firm with value and personal service, it might be the best of both worlds. In looking at the options, it seemed that BT might just have achieved this happy medium.
It was extremely important for us that BT's rate structure is consistent with the rate structure at CTF. This means that we can continue to serve our clients with all of the resources that BT offers without the need of a large rate increase. I also felt that BT's Midwestern values seem to fit well with our desire to provide our clients with personal service. I grew up mainly in the Midwest, so maybe BT's approach just seemed intuitively right.
There is always a risk in changing firms. In this case, the resources and opportunities offered by BT seem to outweigh the risk of changing. I hope to practice at BT for many years to come.
This week, Tom Chorey, Tom Gallo and I left Chorey, Taylor & Feil, P.C. to join the Atlanta office of Barnes & Thornburg LLP. Barnes & Thornburg is an Am Law 100 firm with about 540 attorneys with offices in Atlanta, Indianapolis, D.C., Chicago, Minneapolis, Columbus, OH, Wilmington, DE, and other cities.
BT's Atlanta office is quite new. The Managing Partner in Atlanta is Stuart Johnson, a corporate attorney who was formerly a partner at Bryan Cave Powell Goldstein. With our addition, the Atlanta office will have about 20 attorneys in many disciplines.
Many of our friends and colleagues in the legal community will no doubt be surprised by our move to BT. Tom C. and Tom G. undoubtedly have their own reasons, and I will not try to address them, but I can address mine.
After practicing for large law firms (Hansell & Post, then Long Aldridge & Norman/McKenna Long & Aldridge) for over 25 years, I joined the field of "small law" in 2007. I was briefly a shareholder of Wagner, Johnston & Rosenthal, P.C., which is an excellent small firm in Atlanta, and a place where I have many friends. In December 2007, I had the opportunity to join CTF as a shareholder.
CTF truly has exceptional attorneys. Two of these exceptional attorneys are Tom Chorey and Tom Gallo. Tom Chorey is an amazing corporate attorney with tremendous experience, a tremendous work ethic, and incredible compassion for his clients. Tom Gallo is an outstanding litigator, combining great technical skills and experience with common sense. Tom G. is also just an incredibly nice guy.
When it became apparent that CTF, as it had been constituted, was not going to stay together, a priority for me was to keep practicing with Tom C. and Tom G. Although we had a number of excellent alternatives, we chose to come to BT. There are several reasons BT proved very attractive.
First and foremost, BT presents an extremely unique opportunity. I have known about BT for many years, having used the firm as local counsel in a matter a number of years ago. The firm was very impressive in acting as local counsel, and I have always had a great deal of respect for BT as an excellent firm.
In learning more about where BT is today, I became even more impressed. The firm has grown, even through the Great Recession. This appears to be the result of combining great lawyers and great capabilities with a rate structure that conveys value and is consistent with the firm's Midwestern roots.
The firm also has great depth and covers almost every discipline of law. Chorey commented to me the other day, "Do you know the firm has a nanotechnology department?" I replied that I did know that, but that it was very small. Tom did not get the joke right off the bat. Bad joke aside, the fact that the firm covers nanotechnology is extremely relevant, because we have a new client in that industry and having expertise in the area will only help us provide greater value to that client.
The way the firm has gone about building the Atlanta office is also very impressive. The lawyers in the Atlanta office have great resumes and experience. One of the partners the firm just added is Roy Hadley, an excellent corporate attorney who focuses on technology companies, and an old friend and colleague from Long, Aldridge & Norman. The depth and experience of the lawyers in the Atlanta office alone -- which covers some key areas we did not cover at CTF -- should help us serve our clients more efficiently.
Another key factor was that the firm has a nationally recognized insurance recovery practice for business policyholders. BT's insurance coverage practice for policyholders is ranked in the top 10 nationally. A large part of my practice focuses on insurance coverage. Although I have represented insurance companies in the past, my current practice focuses on representing only policyholders. It was thus important for me to find a firm that represented policyholders and not insurers. BT's depth in this area can only help serve business clients with insurance coverage issues.
The final factor, and a very important one, is the ability to focus on practicing law. When I left the large firm world in 2007, the allure of the small firm world was freedom: The ability to practice law the way you want to practice. After over three years in the small firm world, this has proven to be highly overrated, at least for me.
Although the small firm world provides freedom, it also comes with the distractions of trying to run a small business. I will certainly not miss attempting to manage the firm's website, dealing with vendors, trying to do the firm's public relations and marketing with no resources, and the countless other tasks that come with a small law firm. BT has the resources to deal with these issues and to allow me to focus on the two things that I believe are most important: Serving clients and finding new ones.
In December 2009 and January 2010, I wrote An Insider's Guide on Hiring a Business Attorney, a book written for business owners and executives about finding, evaluating, interviewing, hiring, and working with a business attorney. One of the chapters of an Insider's Guide deals with evaluating large firms vs. small and medium-sized firms. I tried to look at the issue objectively, but assumed that, since I had at that time joined the small firm world, I would end up favoring small firms.
That is not how the chapter turned out. In looking at the issue objectively, it was simply undeniable that large firms possess some advantages (generally, excellent attorneys and breadth of coverage). Although excellent small firms also can possess advantages (generally, personal service and a lower rate structure), I concluded that clients generally hire lawyers and not law firms.
In thinking about the large vs. small firm issue, it dawned on me that, if a firm could put together the resources of a large firm with value and personal service, it might be the best of both worlds. In looking at the options, it seemed that BT might just have achieved this happy medium.
It was extremely important for us that BT's rate structure is consistent with the rate structure at CTF. This means that we can continue to serve our clients with all of the resources that BT offers without the need of a large rate increase. I also felt that BT's Midwestern values seem to fit well with our desire to provide our clients with personal service. I grew up mainly in the Midwest, so maybe BT's approach just seemed intuitively right.
There is always a risk in changing firms. In this case, the resources and opportunities offered by BT seem to outweigh the risk of changing. I hope to practice at BT for many years to come.
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