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Resource Allocation:
   The Most Important Role of the
             CLO Today
Mischa Kowall, Associate Counsel, The Katz Group
Joe Milstone, Co-Founder, Cognition LLP
Ganesh Natarajan, President & CEO, Mindcrest Inc.
David Skinner, Co-Founder & President, Gimbal Canada Inc.
Fill out your Electronic Evaluation
– Access the app through any browser at
  www.eventmobi.com/clc
– Select the tab: Session/Workshop Evaluations (on the
  homescreen)
– Click on the session you wish to evaluate
– Under the session description, click on Questionnaire
   • If you are not logged in you will need to enter your
      email and password
   • If you have not created a log in you will need to enter
      the email address provided upon registration, and
      create a password
– Select/Enter answers and click Submit to complete each
  question
3




• Pharmacy

• Sports & Entertainment

• Real Estate Development
3
MINDCREST - WHO WE ARE




    WE ARE THE BEST AT WHAT WE DO
4
Corporate Law Departments             Cognition LLP      Traditional Law Firms




   An outside firm that behaves like in-house counsel

   Lawyers with best-of-breed credentials

   Low overhead structure

   Integrated with legal and business teams
Lean practice management advisors
A new paradigm for prosperity in the business of law
           Helping in-house counsel deliver added value in
           less time and at less cost.
           •Improved efficiency
           •Faster turnaround time
           •Lower overheads
           •More predictable legal spend
           •Stronger relationships with external counsel
           •Greater client satisfaction
             Lean Six Sigma / Process Optimization
                    Professional Development
6
Session Goals
• “Level-set” on current challenges and
  constraints faced by corporate counsel
• Equip corporate counsel with a more
  comprehensive toolkit of options and solutions
• Inform on realities and myths of PO/Six Sigma,
  AFA’s
• Expand thought process on extracting value
  from internal and external legal relationships
• Assess experiences and opinions of industry
  leaders and experiential corporate counsel
Overview of the Session
1. Linkage with CCCA Spring Sessions
2. The Corporate Counsel Predicament (or
   opportunity)
3. The Value Funnel as a Base Plan
4. Service and Solutions Alternatives
5. Strategies in resource deployment
6. Maximizing relations with resource providers
What we (could have) learned
 from the Spring Conference

  Leaders:
         Joe Milstone
         David Skinner
Why we’re stuck
• Susskind:
  – Converging factors of demand versus resources,
    technology solutions, liberalization of market
  – Corporate counsel complicit in lack of change
  – Opportunities to emerge
• Faure:
  – Smarter legal model: optimizing the coverage,
    headcount and total cost triangle
Expert Services Model

  Creates core competency leverage by pushing work to the
lowest level of competency with the capability of providing the
     optimum level of service in a cost-effective manner

General counsel moving from provider of service to a project
 manager amongst several providers, internal and external
Trevor Faure, The Smarter Legal Model: More from Less

“At worst, functions that are not research, development, production,
 sales, marketing, distribution and so on are regarded as superfluous
 bureaucracy and subject to reduction with no theoretical minimum
 level, almost irrespective of the consequence. At best, the corporate
 lawyer can transcend such a calculation by adopting commercial
 methodology and translating legal services to mirror the “front office”
 activities, using the same world-class business tools used to achieve
 higher efficiency in all other parts of the enterprise.”
Tony Jomati, After the Golden Age: The New Legal Era

“This belief (that you shouldn’t buy on price) has long circulated in the
 legal market, just as the IBM cliché has. But, given the choice
 between two relatively equal service providers (of which there are
 many) and one offering a more collaborative, risk-sharing and in
 short, a less expensive service, a buyer may be well advised to take the
 better priced offering. The anti-price argument preyed on the idea
 that high cost equates to high status and quality, therefore less
 expensive legal products were necessarily worse legal products.
 However, this argument entirely omitted the fact that a more
 efficiently run law firm can be equally as good quality, but less
 wasteful of a client’s money.”
The Corporate Counsel
Predicament – expanded…

Leaders:
       Mischa Kowall
       David Skinner
The Challenges Facing CLOs
•   Being everything to everyone
•   Tight budgets
•   The need for greater budget predictability
•   Resources
•   Staying current
•   Managing efficiency and controlling costs
•   Organizational barriers to change
Panel Discussion
The Value Funnel

Leader:
       Joe Milstone
Evolution of Corporate Counsel
              Historical            Today                 Tomorrow?




Huge, Bet
Company                            Outside
                                   Counsel                Outside
                                                          Counsel
              Outside
              Counsel
                                                                In-House
                                                                Counsel
                                         In-House
                                         Counsel

                        In-House
                        Counsel                                            LPO
                                                    LPO
Panel Discussion
New Alternative Models and
        Resources

 Leader:
        Joe Milstone
        Ganesh Natarajan
LEGAL SERVICES LANDSCAPE
IN-HOUSE          OUTSIDE           LPO PROVIDERS
•Governance       COUNSEL           •Litigation support
                  •Core Services
and risk          (Litigation,      •Contracts
management        Complex           management
•Compliance       transactions,     support
programs          Compliance law,
•Litigation       Securities)       •Compliance
                                    process support
management        •Value based
•Transactions     billing
•Contracts
•Manage service   •Client
providers         relationship
  21              development
In Your House Already
•   Existing headcount
•   Better use of paralegals
•   Non-lawyer integration
•   Equipping the business
•   Scoping your own work SOW
Straying Outside
•   LP-Off
•   LP-On
•   Contract lawyers
•   Virtual law firms
•   Alternative model law firms (dispersed)
•   Traditional law firms
•   Products, technology and managed service
    solutions
OUTSOURCING FRAMEWORK
              Low context/High expertise                               High context/High expertise
                ( #3 – Outsource last)                                     (core to the client)

      Audits, Reports and Governance                    Contract Enforcement
      Contractual Risk Analysis                         Partner Management/Vendor management
      Maintaining Contracts in Audit Ready State

      Complex Litigation

                Low context/low expertise                              High context/Low expertise
                  (#1 – outsource first)                                  (#2 – Outsource next)

Contract and Subcontract Review and Management          Contract Management
Contract review and abstraction                         - Policies, Templates and Playbooks (Creation
Electronic Contract Repository Creation / Maintenance   phase)
Outsourcing Due Diligence and Transition                Template creation and maintenance
Change Management/Certification Management/Software     Negotiation Playbook Creation / Refresh
License Management                                      - Drafting and Negotiations
                                                        RFx Support
Litigation                                              Contract Drafting and Negotiations Support
Standard document review for relevance, privilege       Approval/Escalation Routing

                                                        Litigation
 24                                                     IP litigation, government investigations
Products and Managed Solutions
•   EDiscovery
•   Project/Litigation Management
•   Contract Management
•   Technology Solutions
LITIGATION STATISTICS
     •   Satisfaction with outside counsel
          – E-discovery 21%
          – Budget forecast reliability: 16%
          – Overall cost management: 14%
          – Pricing and alternative fee flexibility: 17%

     •   Alternative fee arrangements have increased to 62% in 2011
          – Blended rate, capped, contingent, fixed fee, performance/rewards based fee

     •   Litigation spend
          – Under 500k: 34% (company size is under $100M)
          – 500k to 1M: 13%
          – 1M – 5M: 30% (1/3 company size is over 1B 1/3 between 100-999M)
          – 5M – 10M : 12%
26        – 10M or more: 11%
CONTRACTS MANAGEMENT CHALLENGES
       The average Fortune 1000
       company maintains between
       20,000 to 40,000 active                           IMPACT
       contracts (according to the           Deficient contract approvals
       Institute for Supply Management).     processes

                                             Un-auditable contract paper trails

       Many contracts are still              Poor contract and exposure analysis
       languishing in file cabinets, being
       managed with very limited             Increased legal and financial risk
       technologies, or being
       managed using manual                  Poor contract visibility and control
       processes due to complex
       software and technologies
                                             Lost savings, profit and revenue
       (according to a study by Inside       opportunities
       Counsel).




27
Results from In-House Counsel Survey
• 6% use document assembly automation for
  contracts
• 23% use CMS for executed contracts
• 9% had any form of CMS integrated with CRM
• 25% view CMS process as a competitive
  advantage
• 2/3 stored in physical or electronic filing
  cabinets
COMPLIANCE RISKS – 3RD PARTIES
                       subcontractors
                                           3rd parties
                              affiliates   can deliver tremendous

          %
                              suppliers    value

   50              offshore captives
                           distributors
                       affinity partners
                                           Cost savings
                                           Reduce headcount
                                agents     Provide better service
                               brokers
                                           Greater efficiency

                                           Be more nimble


40-60% of your revenue
requires 3rd parties
Panel Discussion
Strategies to Get (Much) More
with Less – Within and Outside

Leader: David Skinner
Using Lean Six Sigma to Drive Efficiencies
• Introduction
  – The context and what Lean Six Sigma is
  – What is Lean Six Sigma for Lawyers
  – Four goals
• Process optimization through Value Stream Mapping
  – Understanding process optimization and its goals
  – VSM as a tool
• An example: optimizing the process to protect an
  invention
Current State Value Stream Map
Future State Value Stream Map
Using Lean Six Sigma to Drive Efficiencies (cont’d)


• The Value-Add Pop Quiz: Think about your day
  – What percentage is spent re-working something
    someone else has done?
  – What percentage is spent doing something someone
    else has to re-work?
  – What percentage of what’s left do you spend on
    activities that do not add value?
Using Lean Six Sigma to Drive Efficiencies (cont’d)


• Three Value Criteria
 – Does it alter the material?
 – Is the client willing to pay?
 – Is it done right the first time?
Legal Resource Allocation:
Using Lean Six Sigma to Drive Efficiencies (cont’d)
Panel Discussion
Intersection between PO, RFP’s and AFA’s


Leaders:    Joe Milstone
            Ganesh Natarajan
            David Skinner
How alternative service providers structure fee arrangements or
           provide alternatives to the billable hour
                                       Time and Material
   Hourly (criticisms: cost plus, inefficiency, penalizes productivity, not value-based)
   Full Time Equivalent (FTE)

                                       Transaction Based
   Per document
   Per agreement/lease
   Per file
   Per function
   Contingency, satisfaction-based (all or part)



                                          Project Based
   Fixed fee, decoupling and fixing
   Purchased Hours
   Fee caps, blended rates
Process optimization: more customizable
  structures and more accurate fixed fees
• RFPs and moving away from the billable hour
• Disaggregation
• Process optimization and LSS
Panel Discussion
Strengthening Relationships between Corporate
       Counsel and Key External Constituents



Leaders:    Mischa Kowall
            Joe Milstone
            David Skinner
Advice to Give Your External Advisors to
               Give Better Value
•   Be relevant
•   Seek alignment of interests
•   Be efficient and transparent
•   Communicate...but not too much
•   Be creative
Wrap-Up
Follow-up:

•   mkowall@katzgroup.ca
•   jmilstone@cognitionllp.com
•   ganesh.natarajan@mindcrest.com
•   david@gimbalcanada.com
Thank you

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Legal Resource Allocation:

  • 1. Resource Allocation: The Most Important Role of the CLO Today Mischa Kowall, Associate Counsel, The Katz Group Joe Milstone, Co-Founder, Cognition LLP Ganesh Natarajan, President & CEO, Mindcrest Inc. David Skinner, Co-Founder & President, Gimbal Canada Inc.
  • 2. Fill out your Electronic Evaluation – Access the app through any browser at www.eventmobi.com/clc – Select the tab: Session/Workshop Evaluations (on the homescreen) – Click on the session you wish to evaluate – Under the session description, click on Questionnaire • If you are not logged in you will need to enter your email and password • If you have not created a log in you will need to enter the email address provided upon registration, and create a password – Select/Enter answers and click Submit to complete each question
  • 3. 3 • Pharmacy • Sports & Entertainment • Real Estate Development 3
  • 4. MINDCREST - WHO WE ARE WE ARE THE BEST AT WHAT WE DO 4
  • 5. Corporate Law Departments Cognition LLP Traditional Law Firms  An outside firm that behaves like in-house counsel  Lawyers with best-of-breed credentials  Low overhead structure  Integrated with legal and business teams
  • 6. Lean practice management advisors A new paradigm for prosperity in the business of law Helping in-house counsel deliver added value in less time and at less cost. •Improved efficiency •Faster turnaround time •Lower overheads •More predictable legal spend •Stronger relationships with external counsel •Greater client satisfaction Lean Six Sigma / Process Optimization Professional Development 6
  • 7. Session Goals • “Level-set” on current challenges and constraints faced by corporate counsel • Equip corporate counsel with a more comprehensive toolkit of options and solutions • Inform on realities and myths of PO/Six Sigma, AFA’s • Expand thought process on extracting value from internal and external legal relationships • Assess experiences and opinions of industry leaders and experiential corporate counsel
  • 8. Overview of the Session 1. Linkage with CCCA Spring Sessions 2. The Corporate Counsel Predicament (or opportunity) 3. The Value Funnel as a Base Plan 4. Service and Solutions Alternatives 5. Strategies in resource deployment 6. Maximizing relations with resource providers
  • 9. What we (could have) learned from the Spring Conference Leaders: Joe Milstone David Skinner
  • 10. Why we’re stuck • Susskind: – Converging factors of demand versus resources, technology solutions, liberalization of market – Corporate counsel complicit in lack of change – Opportunities to emerge • Faure: – Smarter legal model: optimizing the coverage, headcount and total cost triangle
  • 11. Expert Services Model Creates core competency leverage by pushing work to the lowest level of competency with the capability of providing the optimum level of service in a cost-effective manner General counsel moving from provider of service to a project manager amongst several providers, internal and external
  • 12. Trevor Faure, The Smarter Legal Model: More from Less “At worst, functions that are not research, development, production, sales, marketing, distribution and so on are regarded as superfluous bureaucracy and subject to reduction with no theoretical minimum level, almost irrespective of the consequence. At best, the corporate lawyer can transcend such a calculation by adopting commercial methodology and translating legal services to mirror the “front office” activities, using the same world-class business tools used to achieve higher efficiency in all other parts of the enterprise.”
  • 13. Tony Jomati, After the Golden Age: The New Legal Era “This belief (that you shouldn’t buy on price) has long circulated in the legal market, just as the IBM cliché has. But, given the choice between two relatively equal service providers (of which there are many) and one offering a more collaborative, risk-sharing and in short, a less expensive service, a buyer may be well advised to take the better priced offering. The anti-price argument preyed on the idea that high cost equates to high status and quality, therefore less expensive legal products were necessarily worse legal products. However, this argument entirely omitted the fact that a more efficiently run law firm can be equally as good quality, but less wasteful of a client’s money.”
  • 14. The Corporate Counsel Predicament – expanded… Leaders: Mischa Kowall David Skinner
  • 15. The Challenges Facing CLOs • Being everything to everyone • Tight budgets • The need for greater budget predictability • Resources • Staying current • Managing efficiency and controlling costs • Organizational barriers to change
  • 17. The Value Funnel Leader: Joe Milstone
  • 18. Evolution of Corporate Counsel Historical Today Tomorrow? Huge, Bet Company Outside Counsel Outside Counsel Outside Counsel In-House Counsel In-House Counsel In-House Counsel LPO LPO
  • 20. New Alternative Models and Resources Leader: Joe Milstone Ganesh Natarajan
  • 21. LEGAL SERVICES LANDSCAPE IN-HOUSE OUTSIDE LPO PROVIDERS •Governance COUNSEL •Litigation support •Core Services and risk (Litigation, •Contracts management Complex management •Compliance transactions, support programs Compliance law, •Litigation Securities) •Compliance process support management •Value based •Transactions billing •Contracts •Manage service •Client providers relationship 21 development
  • 22. In Your House Already • Existing headcount • Better use of paralegals • Non-lawyer integration • Equipping the business • Scoping your own work SOW
  • 23. Straying Outside • LP-Off • LP-On • Contract lawyers • Virtual law firms • Alternative model law firms (dispersed) • Traditional law firms • Products, technology and managed service solutions
  • 24. OUTSOURCING FRAMEWORK Low context/High expertise High context/High expertise ( #3 – Outsource last) (core to the client) Audits, Reports and Governance Contract Enforcement Contractual Risk Analysis Partner Management/Vendor management Maintaining Contracts in Audit Ready State Complex Litigation Low context/low expertise High context/Low expertise (#1 – outsource first) (#2 – Outsource next) Contract and Subcontract Review and Management Contract Management Contract review and abstraction - Policies, Templates and Playbooks (Creation Electronic Contract Repository Creation / Maintenance phase) Outsourcing Due Diligence and Transition Template creation and maintenance Change Management/Certification Management/Software Negotiation Playbook Creation / Refresh License Management - Drafting and Negotiations RFx Support Litigation Contract Drafting and Negotiations Support Standard document review for relevance, privilege Approval/Escalation Routing Litigation 24 IP litigation, government investigations
  • 25. Products and Managed Solutions • EDiscovery • Project/Litigation Management • Contract Management • Technology Solutions
  • 26. LITIGATION STATISTICS • Satisfaction with outside counsel – E-discovery 21% – Budget forecast reliability: 16% – Overall cost management: 14% – Pricing and alternative fee flexibility: 17% • Alternative fee arrangements have increased to 62% in 2011 – Blended rate, capped, contingent, fixed fee, performance/rewards based fee • Litigation spend – Under 500k: 34% (company size is under $100M) – 500k to 1M: 13% – 1M – 5M: 30% (1/3 company size is over 1B 1/3 between 100-999M) – 5M – 10M : 12% 26 – 10M or more: 11%
  • 27. CONTRACTS MANAGEMENT CHALLENGES The average Fortune 1000 company maintains between 20,000 to 40,000 active IMPACT contracts (according to the Deficient contract approvals Institute for Supply Management). processes Un-auditable contract paper trails Many contracts are still Poor contract and exposure analysis languishing in file cabinets, being managed with very limited Increased legal and financial risk technologies, or being managed using manual Poor contract visibility and control processes due to complex software and technologies Lost savings, profit and revenue (according to a study by Inside opportunities Counsel). 27
  • 28. Results from In-House Counsel Survey • 6% use document assembly automation for contracts • 23% use CMS for executed contracts • 9% had any form of CMS integrated with CRM • 25% view CMS process as a competitive advantage • 2/3 stored in physical or electronic filing cabinets
  • 29. COMPLIANCE RISKS – 3RD PARTIES subcontractors 3rd parties affiliates can deliver tremendous % suppliers value 50 offshore captives distributors affinity partners Cost savings Reduce headcount agents Provide better service brokers Greater efficiency Be more nimble 40-60% of your revenue requires 3rd parties
  • 31. Strategies to Get (Much) More with Less – Within and Outside Leader: David Skinner
  • 32. Using Lean Six Sigma to Drive Efficiencies • Introduction – The context and what Lean Six Sigma is – What is Lean Six Sigma for Lawyers – Four goals • Process optimization through Value Stream Mapping – Understanding process optimization and its goals – VSM as a tool • An example: optimizing the process to protect an invention
  • 33. Current State Value Stream Map
  • 34. Future State Value Stream Map
  • 35. Using Lean Six Sigma to Drive Efficiencies (cont’d) • The Value-Add Pop Quiz: Think about your day – What percentage is spent re-working something someone else has done? – What percentage is spent doing something someone else has to re-work? – What percentage of what’s left do you spend on activities that do not add value?
  • 36. Using Lean Six Sigma to Drive Efficiencies (cont’d) • Three Value Criteria – Does it alter the material? – Is the client willing to pay? – Is it done right the first time?
  • 38. Using Lean Six Sigma to Drive Efficiencies (cont’d)
  • 40. Intersection between PO, RFP’s and AFA’s Leaders: Joe Milstone Ganesh Natarajan David Skinner
  • 41. How alternative service providers structure fee arrangements or provide alternatives to the billable hour Time and Material Hourly (criticisms: cost plus, inefficiency, penalizes productivity, not value-based) Full Time Equivalent (FTE) Transaction Based Per document Per agreement/lease Per file Per function Contingency, satisfaction-based (all or part) Project Based Fixed fee, decoupling and fixing Purchased Hours Fee caps, blended rates
  • 42. Process optimization: more customizable structures and more accurate fixed fees • RFPs and moving away from the billable hour • Disaggregation • Process optimization and LSS
  • 44. Strengthening Relationships between Corporate Counsel and Key External Constituents Leaders: Mischa Kowall Joe Milstone David Skinner
  • 45. Advice to Give Your External Advisors to Give Better Value • Be relevant • Seek alignment of interests • Be efficient and transparent • Communicate...but not too much • Be creative
  • 47. Follow-up: • mkowall@katzgroup.ca • jmilstone@cognitionllp.com • ganesh.natarajan@mindcrest.com • david@gimbalcanada.com