Adding Value
As corporate counselors, we are asked not only to advise clients about what the law says, but also what it means; what other companies are doing in practice; what the potential or likely changes in the law or in practice are; and to assist our clients in making judgments. That is how we add real value.
Clients expect us to leverage our substantial experience in giving them advice. Even a client that is very active in acquiring other companies or raising capital may only engage in these transactions once or twice a year. Last year alone, we advised clients in more than fifty M&A transactions and over the past few years worked with clients in raising more than $40 billion. We are in a position to bring this experience to the table for each of our clients. When engaging us, therefore, clients expect to benefit from our experience. As you can see, experience in our business is critical. As often as I hear, “Mort, what does the law provide,” I will be asked, “What is market, what is done typically”? It is only by working on a variety of transactions and keeping informed about transactions for which we have not been engaged that we can deliver this value.
To bring our experience to bear on our clients’ businesses and transactions, however, we must understand their businesses, as well as their objectives in any given transaction. Once we all understand these objectives, we can use our experience to assist the client in achieving them. Without understanding our clients’ businesses and their objectives in any given transactions, we are unable to turn our experience (no matter how extensive) into value for our clients.
Very often, however, the law (and sometimes the precedent) is in conflict with our client’s objectives. This is where it gets difficult. (It can often be difficult to understand our clients’ real objectives.) A good corporate lawyer not only will identify this conflict and the related legal and business issues quickly, but also work with the client to fashion a solution which will be based on the law, on comparable situations and on the lawyer’s experience – with as little disruption as possible. Sometimes the solution involves a compromise by the client. Again, one quickly sees why experience is critical.
Many firms advise clients in merger and acquisition transactions and on corporate financings. Clients, however, tend to gravitate toward the few firms that seem to handle the bulk of the transactions. Clients recognize the value of good experience; a good corporate lawyer must also recognize this value and determine the best way to gain relevant experience.