US Auto Parts
Q. Can you give me an overview of your background? Where your career began and how you ended up in your position at US Auto Parts?
After law school, I began my career as a corporate attorney, first at Dorsey & Whitney for two years, followed by a six year stint at DLA Piper. I was mainly focused on securities, mergers and acquisitions, and venture capital. I left DLA for the in-house world as an eighth year associate. I started in the VP, Senior Securities and Corporate Counsel role at The Active Network, Inc., a client which I had taken public at DLA. I was subsequently promoted to the General Counsel role during my tenure there. We ended up selling the company to a private equity firm back in 2013. I stayed in a transition role for a few months following the sale before departing the company. I then worked briefly at two companies in the bio tech space before landing at US Auto Parts and am now in my second year here.
Q. When you were at law school, did you ever have a thought or concept of wanting to be an in-house counsel?
I always wanted to be on the business side and was one of the few people I knew who wanted to be a corporate lawyer during law school. I had an undergraduate business degree and thought my business background would be a good complimentary skill set for transactional law. Most of my classmates went to law school wanting to be litigators. The law school program is geared towards that objective, i.e. reviewing case law. The reality is that many of us landed on the transactional side, and eventually in-house.
Q. Based on your current role, can you describe a typical work week? What are your usual tasks?
There is no typical week as a General Counsel. It’s pretty broad when you are interfacing with people across every department in the company. Certainly there are day-to-day issues such as drafting and negotiating commercial contracts and handling employment issues. You also have a good part of the day devoted to responding to business related questions requiring legal input, and another part of the day is spent engaged in business meetings, whether they are general business meetings to get you up to speed on certain issues or meetings requesting legal advice. Then there is a component which is crisis management which are issues that must be addressed immediately. These matters take priority over everything else.
Q. At your company, do you get a “seat at the table” with the rest of the C-Suite group? Do they look at your legal team as a hindrance or a cost, or do they look at it as a strategic partner with the business? How does the rest of the business see your legal team?
Just to clarify by legal team, at my current company, I am the entire legal team. Given our market size, we are certainly a cost conscious company and have a set legal budget which we try and adhere to. But there is also the strategic element where my input is viewed as valuable and weighed together with the business needs. So I certainly have a seat at the table.
Q. In terms of crisis management, can you share a strategy of how you problem solve within the role?
It’s really just about understanding the business needs and that legal advice is really only one element of the overall picture but I definitely get my opinion heard. It doesn’t necessarily mean that just because there is a big risk to a certain action it isn’t the right direction for the company because you have to weigh the risk against what the business is trying to achieve. That could mean accepting an unfavorable provision in a contract because you may need to close a deal quickly or there is some other overriding objective. I generally try and look at the bigger picture while minimizing risk.
Q. Do you see from your post law firm days changes in the in-house or GC space? How has it changed from when you first started until now?
I really don’t think it has changed over the years for me personally. The changes for me are based on what’s going on at the current time at my company. There are certain issues which arise where legal advice can take on more of a center stage, but I don’t necessarily think the role in general has changed.
Q. Do you see that continuing, or if you could look into the future do you see the role of a GC changing?
If you are talking about getting a bigger seat at the table or something like that, it’s really dependent on the company because I feel that legal already has one at my company. Perhaps the number of companies valuing the input of a General Counsel will grow over the years. In general, I could also see in house legal teams growing over the coming years as outside counsel continues to raise their rates. In that respect, the GC has more to manage internally.
Q. Do you have go-to firms no matter what? What is your selection process of choosing a firm for ‘this or that’ issue?
Yes, that’s a good question. We handle the majority of our matters in house. However, we have our outside corporate counsel so they assist us with our public company issues or high level board issues. We use Cooley for that. If it’s something litigation related then we may be dictated by who we can use under our insurance policy. For other matters requiring outside counsel, it just varies depending on relationships or expertise.
Q. When you look at the technology side of things, are there newer technologies that help in-house counsel that maybe is taking business away from law firms?
I know there are companies which are trying to develop new tools. I don’t know if it’s going to take away business from law firms, but for example, Thomson Reuters is putting out a product that has a lot of content for in house legal departments and makes attorneys available for specific issues. I am not sure that actually replaces outside counsel. It’s more of a supplement. It’s better for the small day-to-day items. You’re always going to need to use outside counsel for high risk issues which require a certain level of expertise.
Q. What advice would you give to somebody coming out of law school or somebody looking to change their career into the legal world, specifically in-house?
I don’t believe it’s a good idea to go straight in-house from law school. You need some experience first otherwise you’re not really going to understand the issues. You’ll get low level work because you won’t really know how to do anything. When I moved in-house, I had already been working eight years at a firm. The transition was pretty seamless as I had expertise in a few key areas. There were a lot of new issues I had to learn after making the transition and am still learning today. However, I think you can pick up new areas, but it would be difficult to pick up everything without having any experience to draw upon.
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