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Q&A With Dansko General Counsel Scott Schwartz
The Legal Intelligencer
What is your full title?
What are your duties in this role?
As Dansko's only in-house counsel, I manage all of Dansko's legal matters, either directly or indirectly, with the support of outside counsel. Dansko is a leader in the all-day comfort footwear market and I provide legal guidance and support to all of Dansko's business operations throughout the company from finance to sourcing (and everything in between). As Dansko's first in-house counsel, my duties also include building a legal department that is integrated with and complements Dansko's business.
What does your average week look like?
Generally, a blur. In any given week, I am handling the types of legal issues you would expect — agreements, intellectual property, corporate governance and litigation. These are balanced with a healthy mix of my regularly scheduled update and review meetings and the inevitable urgent matters that crop up.
What I didn't know before joining Dansko is that Dansko is located in a time warp that somehow makes time go much faster (and I'm only half kidding when I say this) so, no matter what specific projects I'm working on, I need to work hard to maximize the effective use of my time.
How is the legal department structured and how many lawyers do you have in-house? Do they specialize in certain areas?
As the only member of the Dansko legal department, I get to be lawyer, paralegal and admin every day (although usually not all at once). While my legal background is in intellectual property (trademarks and copyrights), I get to specialize in all things Dansko now. The Dansko IT department does a great job though in helping me and in what I do at Dansko.
What are the biggest regulatory/legal challenges facing your industry?
This could easily change tomorrow, but it is the body of regulations that I think of as "materials compliance." These are statutes or regulations relating to the production of Dansko's products. An example of this is the conflict minerals regulations included in the Dodd-Frank Act; this requires that public companies disclose the use of certain minerals in their products. While Dansko is not a public company, we have retailers that are and they need Dansko to report to them the use of any conflict minerals (so far, so good, though, as we have not discerned the use of any conflict minerals in Dansko's products).
How much a part of your job are compliance functions?
I'm very proud to say that in 2012, Dansko became a 100 percent ESOP (employee stock ownership plan) company. ESOP compliance issues (primarily related to the Internal Revenue Service and Department of Labor) are very important, but fortunately these are not a huge part of my daily work and the team that we work with at Morgan, Lewis & Bockius is a huge help in keeping it this way.
Has your department's budget grown or shrunk in the past year?
With the exception of a few specific matters that resulted in a higher legal spend last year, the overall Dansko legal budget has only seen a slight uptick since last year.
What is your biggest legal or organizational need?
Being able to obtain and apply the right resources for issues. Think of this as applying "three bears" logic — Dansko has a legal issue — I don't want to expend time or monetary resources that are too big or too small; they should be just right.
How has social media impacted your work in the past few years?
Did I mention that I spend at least some amount of time every day reviewing Dansko's social media pages? Social media can be a tremendous means of communication and fostering community. Social media can also be a vicious, mudslinging, lying, malicious twit that revels in ill will. That being the case, the impact of social media just related to handling trademark and copyright issues alone has been significant.
How many outside law firms do you most commonly use?
Dansko regularly works with between four and six firms.
Have you recently or will you soon go through a convergence of the number of outside firms used? Explain.
I do not anticipate a convergence of the number of firms that Dansko works with.
How do you most typically select outside counsel — i.e., existing relationships, RFPs, other GC recommendations?
There is always a focus on looking at existing (positive) relationships as a first consideration. After that, I do rely heavily on peer recommendations and input. Interestingly, I have picked at least one outside counsel based on their expertise as demonstrated through their blog on a specific area of the law.
What are your thoughts on outside law firms conducting surveys of your experience with them?
I'm ambivalent at best about these types of surveys. They often feel forced and being done because some marketing expert somewhere told the firm "you should conduct client surveys." I am much more impressed by an attorney who takes the time to call me up (or meet me live) and ask (and genuinely want to know) "how did we do?" Trust me, I'll tell you.
Do you hire the law firm or the lawyer? Why?
Generally, I hire the lawyer. However, the decision to hire an individual lawyer includes consideration of their firm.
What is an example of something an outside counsel has done really well?
Recognizing that I was not familiar with a particular area of the law, a partner at a large law firm has been very helpful in getting me "up to speed" on this area of the law; the time he has spent with me has never appeared on a bill. That's an attorney that will keep Dansko as a client.
What is an example of something outside counsel do not often do well?
Give me a realistic sense of the costs for a project or work they are doing for Dansko. The impact of an unrealistic (or just plain erroneous) legal budget not only negatively impacts my legal budget, even worse, it impacts my ability to help Dansko make a better strategic decision (such as in a litigation matter).
Do you use alternative fee arrangements, and if so, how often and in what form?
I work with several firms using a fixed fee. For example, Cozen O'Connor handles some routine intellectual property enforcement matters on a fixed-fee basis. This has been very helpful in managing costs and making decisions on certain projects.
What keeps you up at night?
The frogs in my backyard; there are a lot of them and they are really, really loud. In addition to the frogs, I tend to review my day to make sure I didn't miss something. Every day is like an issue-spotting exam on a law school final and I don't want to miss any.
This article originally appeared in The Legal Intelligencer.