Lawyer, Know Thyself

One of my favourite clients was an engineering firm. I once wrote a letter of intent for them concerning the purchase of a business. They only had one comment on my draft document. They asked me why I had only taken the numbers to two decimal places, which is not a surprising question coming from a group of engineers. However, I found the question to be quite amusing, since the numbers in question were dollars, where the use of two decimal places is quite an accepted custom. (Did you ever have a store clerk say, “that will be $5.0156?). But at least they read the document, which is more than I can say about many of my other clients.

Having started my career in the legal profession with a firm that employed the ‘sink or swim’ method of not training or mentoring first year lawyers, I was pretty much on my own learning to practice law. For this reason, I took my mentoring where I could get it. In fact, I learned many of my early lessons from accountants. One accountant in particular taught me quite a bit. His name was Bill and he was an in-house tax advisor to one of the firm’s major clients.

Early on, Bill had me draft an agreement in connection with a corporate reorganization. I used the first precedent that I could find, quite proud that I was swimming and not sinking at that precise moment.

Some months later Bill asked me to draft a different type of agreement for another corporate reorganization. I found another precedent, used it to draft the agreement, and sent him the document.

Bill called me. He was perturbed. One of the boilerplate clauses at the end of the agreement used different language than the similar boilerplate clause in the earlier agreement. Bill wanted to know why. I did not have a great answer, and “You are lucky that I got anything to you at all on an hour’s notice” did not seem like it would be an acceptable answer, nor did, “Cut me a break, I’m new at this.”

Bill then demanded that I tell him which clause was better. I thought about it for a few minutes and considered telling him the truth which would have gone something like, “they are both very similar and in this particular type of agreement it will never matter a single iota which one we use,” but that did not seem like it was the best possible answer to give to someone like Bill. So I identified the slightly more comprehensive clause as the better one. Bill then sternly admonished me and said, “I don’t ever again want to see the inferior clause in any agreement that you draft for me.”

I learned a great deal from Bill. For one thing, I learned that I had to take ownership of every word which I included in a document. I also learned that for clients who valued precision, I had to have a reason for everything that I did.

Some clients value precision, and some do not. Lawyers tend to bill by the hour. It takes time to be precise. Clients who value precision are usually willing to pay for it. Those who do not, are not.

Nothing will annoy a client who values precision quite as much as being imprecise in your communications or drafting a sloppy document, and nothing will tick off a client who does not value precision like providing them the perfect and awfully expensive document.

Since only some clients attach value to precision and only those people are willing to pay for it, doing precise work for a client who does not value precision or doing imprecise work for a client who does value it, will both lead to a mountain of frustration.

On the other hand, if you are naturally precise by nature and your legal training has convinced you that disaster will befall you if you are not cautious, careful, and accurate in everything that you say and do as a lawyer, trying to rush through things and ignore the details will make you a nervous wreck.

So, how to deal?

Two strategies:

First, match your area of practice with your skill set. Love the detailed technical work and dealing with impatient people annoys you? Legislative drafting would be a great fit. Hate the details? Tax is not going to be your first choice.

The problem with this first strategy for people who are not conservative, careful, and precise by nature is that it is difficult to find too many areas of law where being precise is completely unnecessary. So, the best strategy is to find colleagues with complementary skills and interests.

For example, I once had a partner who I will call Gordon who could conceptualize creative legal structures, see the myriad risks inherent in the structures and how to address them, and sell his concepts to clients and to the other side of a deal. Gordon was also great at negotiating very sophisticated transactions. However, Gordon could not write a paragraph that made sense to save his life and his eyes started watering over at about page 3 of any document. His partner, who I will call Rod, could work for hours and hours putting together a phenomenal document to implement the concepts that Gordon created but could not come up with the concepts himself or negotiate his way out of a paper bag. Together Gordon and Rod did major transactions for very sophisticated clients. Apart, neither of them would ever have been able to do work at that sophisticated level.

In summary, to thine own self be true, surround yourself with people who have the skills that you need but do not have yourself, and it must follow, as the night the day, that you canst help but do excellent work, enjoy your practice, and maybe even rake in the big bucks.