Verizon’s Randy Milch on Being General Counsel and Running the In-House Legal Department

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Transcript

In-House Legal: Verizon’s Randy Milch on Being General Counsel and Running the In-House Legal Department – 2/27/2015

Advertiser: Welcome to In-House Legal, where we cover a variety of the issues pertinent to the general counsel and in-house legal departments of small, mid-sized, and large organizations. Join host Randy Milch each month as he discusses the latest developments, trends and best practices for this very busy and often complicated area of law. You’re listening to Legal Talk Network.

Laurence Colletti: Hello, my name is Laurence Colletti and I’m a producer for Legal Talk Network. As many of you know, our network went through a change in ownership some time ago and as a result, some of our shows were not immediately renewed. So, it’s with great excitement that we welcome back to our lineup, In-House Legal, which is a show that covers a variety of issues of special interest to in-house counsel. In addition, I would also like to welcome our new host, Randy Milch, who is the former executive vice president and general counsel for Verizon Communications. Today he is the vice president and strategic policy advisor to the chair and CEO of the same. Welcome to your show, Randy.

Randy Milch: Thank you, Laurence, it’s a pleasure to be here and I’m looking forward to the entire set of shows.

Laurence Colletti: Great! Well, as you’re taking the metaphorical helm of this program, we thought it’d be a good idea for our listeners to get to know you, as well as talk about possible future topics. So, if you don’t mind, tell us a little bit about yourself. Where you’re from, family, hobbies, those kinds of things.

Randy Milch: I’d be happy to. I’m an airforce brat who grew up mostly in Indiana. I remain entranced by my wife of nearly 20 years, Amy Saulsman, and we have two lovely and vibrant daughters. I went to NYU Law School and had a great opportunity to clerk for Clement Haynsworth on the fourth circuit. I litigated for seven years and then went to work; quit my partnership and went to work as a line lawyer at the C&P Telephone Company of Maryland, and that was back in 1993.

Laurence Colletti: That kind of ties into the beginning of your Verizon experiences, correct?

Randy Milch: That is, that is the beginning of my Verizon experiences, right there in 1993. And as you know, I was – purely as a matter of luck – rode the telecom wave that began in the mid 90’s. And an ever expanding world of telecom opened up. A lot of investment, a lot of legal problems, and a lot of things for me to do. So I think I’ve had 8 jobs now with Verizon and its various predecessors over 21 years.

Laurence Colletti: Wow, so there’s a lot of history there.

Randy Milch: Absolutely, probably more than anyone cares to remember.

Laurence Colletti: Well, I mean that you’ve seen so much and as telecoms developed, just exponentially developed, the last fifteen years. If someone – and this is just for the sake of some of our listeners here – what kind of advice would you give to an aspiring attorney who wishes to become the general counsel for a company like yours?

Randy Milch: First off I’ll start off by wishing them the best of luck. I think that it’s important to take it in steps. So first off, law school is a tough thing to get through these days. It’s hard to justify the expense of law school. Most of you have a pretty good idea about why you want to go be a lawyer. So the first thing I’d do is make sure you want to be in the field in the first place. After that, make get the best training you can out of law school. I’m not sure it really makes much difference, Laurence, whether or what you specialize in outside of your first legal practice. It’s much more important to develop the skills and judgement of a lawyer, and that can be accomplished in very many ways. So it’s important to go someplace where you’ll get good hands-on experience as most in-house legal departments – not all, but most – only take experienced attorneys. So you have to get experienced in some way shape or form. So that would be the first step, I think, would be getting that great level experience that you can then parlay into an in-house legal job.

Laurence Colletti: Fantastic. So it sounds like that it’s just not one size fits all, it sounds like there’s a variety of pads and there’s probably not one that is typical as you move forward into those ranks.

Randy Milch: I think that’s right. Historically, I believe, it was common for M&A lawyers to become general counsel and I think that’s probably because in many instances they had access to senior decision makers in corporate America as they did deals. I think that that has change somewhat, or began to change somewhat over the course of years, as regulation has become increasingly an issue, the wide issues of public policy come to before global requirements which could enlist different experiences. Meaning that folks from a variety of specialties in private practice or training in private practice are equally able to become high-performing in-house counsel and candidates for general councilships.

Laurence Colletti: Well, here’s a question I have for you, and when I look at the history that you’ve had with Verizon and I look at the particular time period that you were having these experiences at Verizon, to see so many things as the telecom industry has really expanded in all the developments. I just want to ask you, what was the most challenging legal matter that you had to work on?

Randy Milch: I think that I was very lucky to be general counsel of a Fortune 15 company, Fortune 16 company. That meant that basically, every large issue that affected anyone, anywhere in the world, ended up affected us somehow. And we faced very, very large regulatory issues. Very large M&A issues like the Vodafone transaction for $130 billion. We’ve had massive, as I’ve said, regulatory change over the last 8 or 9 years and I think that has brought with it some very significant legal issues. So it’s sort of hard to pick out one. There’s a bit of a greatest hits, I think, that keep on coming back as opposed to simply one event.

Laurence Colletti: With all the different ways that companies like Verizon Communications are involved in the daily lives of people, I would imagine it opens itself up just by the nature of its business to a lot of different types of lawsuits. And this may be an impossible question to answer, but how many times per year does a company like Verizon get sued?

Randy Milch: I can only say too many. We get sued quite a bit, as you can imagine. Any company that has as broad a reach as we do ends up with a plethora of lawsuits. And that’s one of the attributes of America I think that we love and we hate is that anyone can sue anybody for anything here and that’s very frequently the case. We’ve had some very large litigations; multiple billion dollar litigations which we’ve had a very good track record on. And our approach has always been as a company that we need to make money the right way. We just don’t want to make money, we want to make money the right way. And that means that we go out of our way if we make a mistake – and we do. And is sort of inevitable if you have 100 million+ customers. If we make a mistake, we do the wrong thing, we try to make it up to people on our own, we don’t wait for a lawsuit. Because if we misbilled somebody, it’s not our money and we want to give it back. So I think that our approach has been good on that front. We’ve had, by the way, a huge, huge increase in patent-troll litigations. So if I had to point to any surging aspect of our docket, it would be the 60+ patent litigations that we have, all but one is a non-practicing agency or a patent-troll. So that has been a very significant increase and all of which has occurred in the last five or six years, that significant change in our litigation profile. And those are expensive cases to litigate because patent cases are very expensive and has engendered a lot of attention from me and others to try to fix some of the aspects of the patent litigation system. To reduce the innovation tasks that patent-trolls are exacting across many parts of the economy today.

Laurence Colletti: With all of those kinds of issues with patent issues and with regulatory issues, of the shared issues that Verizon has with a lot of different types of companies, I would imagine with all of those different areas of laws that you’re concerned with, that you must have a very formidable legal team that works for you either directly or is contracted to the outside of the organization with. So I just want to get an idea of that. On a daily basis when you were general counsel, how many attorneys would report to you on a daily basis?

Randy Milch: The general counsel position at Verizon had with it about a dozen direct reports, but that included public policy, which I headed compliance, which I headed in security, which was also within my domain. So I had the privacy efforts and the compliance efforts and the national security efforts all rolled up to me. So with that understanding, I had about a dozen reports. Verizon has about 350+, give or take, attorneys on the payroll. They are tremendous attorneys and they and their direct leadership, the ones who reported to me and now report to the general counsel are tremendously experienced attorneys with great judgement, great depths of expertise in their various areas, and accomplished leaders. Because one of the aspects of having such a large legal department, of course, is management issues. And lawyers aren’t known for being managers, I don’t think it’s one of our natural strong suits. But the folks who run the parts of the Verizon legal department in the public policy area, the national security area, they’re all accomplished leaders as well as being very, very deep experts in their fields.

Laurence Colletti: Sounds like you have a special lot that work for Verizon Communications.

Randy Milch: We have a very, very deep bench. I’ll put them up against any group inside or outside. We have done deals where on the other side of a table where a dozen partners and associates from a major Wall Street firm and on our side of the table there were a dozen of my in-house people and one associate from a law firm. So we give as good as we get and we know our stuff. So I think it’s a great, great legal department.

Laurence Colletti: Well I think that’s a great place for us to take a break, so before we move onto our next segment, we’re going to hear a quick message from our sponsor.

Randy Milch: This is normally the time in our show when we hear a word from our sponsors and this could potentially represent an opportunity for you. In-House Legal is seeking sponsorships. If you are interested in participating in our programming, or would like more information about rates, please contact the team at Legal Talk Network at [email protected], or go to their website at LegalTalkNetwork.com and click “Advertise.”

Laurence Colletti: Welcome back to In-House Legal, I’m Laurence Colletti and with me today is the new host of In-House Legal, Mr. Randy Milch. Randy, before we left off for the break we discussed all the different attorneys that would report to you, the different levels of expertise, and a little bit about the management of those attorneys as they worked on the various legal issues that affected Verizon Communication. But I’d like to add that a little bit by asking about expertise and specialties and this is one of the questions that’s always made me very curious about people that have served in positions such as yourself in general counsel. Given that we can’t specialize in everything as attorneys, you’re one person. How do you ensure that all matters are being handled correctly?

Randy Milch: That’s a great question, and as I said before the break, the folks who I rely on who are my deputies are both accomplished leaders and accomplished in their areas. And they have beneath them deep, deep subject matter experts in all the areas you might think of as ninja legal areas. Tax, real estate, any trust, murders and acquisitions, compliance. We have folks who are very, very steeped in those internally. And in the wend, you have to rely on the judgement and ability of the folks who report to you because it is impossible, as the general counsel, to ensure that every matter is being handled correctly; even if I had the expertise to do so. I had the luxury of being able to rely on the judgement and ability of the folks who reported to me. And that meant I was freed up to ask questions, which is the proper role. Be inquisitorial, why are we thinking of doing one thing and not the other. Explain to me the benefits and the burdens of the approach, and then be able to make strategic decisions about how we would approach litigation, M&A, tax issues, whatever you wanted to bring up. There are all these approach and strategy issues that can be discussed and debated. And what I got paid for as general counsel and what the general counsel now gets paid for is to provide that overall judgement, ensure that our approach is consistent with our overall strategy, preserve our reputation, and generally take the approach that we pride ourselves on at Verizon of being a good and proper player in the world community. So it really does depend on the cascade of excellent attorneys in the various subject matter areas.

Laurence Colletti: It sounds like there’s a lot of moving parts of that that you have to respond to and probably often times very quickly. Did you find that role extremely stressful while you were doing it?

Randy Milch: The formal general counsel of Pepsi, Larry Thompson, always used to say that when people asked him how he felt about things that he slept like a baby. Meaning that he woke up in the middle of the night crying. I think that that’s well put, but in the end, it’s not a matter of stress, I don’t think. Because if you’re not built for uncertainty and a little bit of pressure, you shouldn’t take the job. But I think it’s more of relentlessness. There’s always something, especially if you have 190,000 employees providing services in 160 countries around the world. Something’s going on somewhere all the time and it could be something that could have negative repercussions for the company, for its reputation, for its employees, for its customers. You could list the stakeholders and there’s always something going on somewhere. So it’s more the aspect of relentlessness, I think, than pure stress. Now the flipside of the relentlessness and the variety is that it’s a smorgasbord of issues and opportunities to make a difference. Opportunities to reach a right decision and further the interests of the company, the shareholders, the customers, our employees. What can we do to make things better, because in every bit of that adversity, there does lie an opportunity to make things better.

Laurence Colletti: So my guess is you worked a lot of hours per week.

Randy Milch: I think that’s true, yes, I certainly did.

Laurence Colletti: Would you mind walking us through a typical day? Obviously, we’ll have to summarize this a little bit, but I’d like to hear how your day began and just some of the typical issues and the amount of meetings and interactions. It just boggles my mind at how much you would have to be responsible for, so I’d like to learn a little bit more about that.

Randy Milch: I’m not sure there’s a typical day. I think if I were to amalgamate the different types of things that I participated in every day. One day a week we would devote a morning to the senior manager meeting so the Verizon Leadership Committee is the top management committee of the company and we would spend one morning a week meeting to ensure that everyone was on the same page as we move forward operationally, legally, policy-wise, et cetera. Before that, I guess I should start a little bit earlier; maybe it’s just the benefit of old age but I seem to need less sleep so I would be up pretty early – usually greeted by a full email inbox. I’d try to work my way through that inbox before I got into the office by about 7:30 and try so I could start the day with a relatively clear deck, at least as far as my inbox was concerned. I generally would have three or four face-to-face meetings internal and or external. My role as head of public policy meant that I was in Washington or some other capital. Usually at least one day a week. So I would be on the road to that and I’d probably be traveling somewhere else at least one day a week. So I’m out of the office a couple of days a week but when I’m in the office, pretty consistent rhythm of phone calls and meetings throughout the day, both internal and external – depending on the time of year of course, because these things have inflow. Seasonally they have inflow how close we are to earnings reports, they have inflow near the annual meetings. So there’s more of a yearly rhythm, I think, more than anything else, and that of course affects what’s on your plate. And all that aside, if there’s something really big going on, a major lawsuit that’s going to trial where I feel like I have to be there as much for moral support to the team as anything else, or an M&A transaction that needs closing down or whatever strategic issue that the CEO wanted me to be involved with. That would take precedence and you would find yourself somewhere around the world for quite a period of time; a few days, a week. And in those instances you really do have to rely on the people who run everything day to day behind you with all their expertise and judgement to keep things moving so that you can devote yourself to whatever particular issue that needs your attention.

Laurence Colletti: I think that’s a great segway into my next question. We talked a little bit about the deep bench you had as far as counsel attorneys and people that would venture off into the different specialties of law. But there’s another side of it; your support staff and the assistance. How important are those types of positions and people in allowing you and enabling you to do your job?

Randy Milch: Well, they’re obviously absolutely critical, Laurence. I would have found the job impossible if I haven’t been blessed – as I still am – by Barbara Wilkinson, my executive assistant. She’s tremendous and I think that any executive with a constant diet of items to take care of would agree that the person who answers the phone, deals with the meetings, stitches everything together, soothes people’s hurt feelings whenever they’re hurt, deals with a huge staff. It’s a real multi-ball juggling act that these folks do. Coupled with the fact that at least the executive assistants at Verizon tend to answer a lot of customer calls and deal with customers, get them to the right people; try to fix their problems as well. So it’s a real internal and external tour de force, and folks like Barb, my E.A. always have a great reputation out with all the people they deal with. They are polite, knowledgeable, efficient and really working to get the job done. So I can’t over-emphasize how important it is to have a great executive assistant, a great support staff, and not be in a situation which I find a surprising number of people are in, where they grumble about their support staff. They don’t feel like they’re being well-served but find themselves paralyzed to do anything about it. I think that they sell themselves short and they really eat into their own productivity if they don’t take care of that problem.

Laurence Colletti: I think I would agree with that, Randy. I think having good people around you to facilitate your calendar, facilitate relationships, and keep things moving. I think it’s an often-times unseen but very, very important to getting these jobs done. I think it really does become a team effort at that point. If you’d humor me for just one more question before we get to the last question. I wanted to ask you because I’m very curious about it: what is the most powerful legal adversary that you’ve faced as general counsel and maybe tell me why.

Randy Milch: Sure. I think that the most powerful legal adversary that I’ve faced as general counsel was the fallout from the financial meltdown in 2008/9. It engendered a populous view that large corporations were a problem. Even corporations that had nothing to do with the financial issues that arose. It engendered over the top regulatory reactions in the guise of Dodd-Frank Bill, which had a huge number of corporate governance overreaches that had nothing to do with the issues outside of the financial area. And it has been exacerbated by the approach of this administration and in the administrations of a number of states that had taken the approach that this is an easy way to play to their base. So they approach regulation and enforcement with a real counting of coom mentality. Let’s see how many dollars we can rack up, let’s see how we can go after large corporations. And people need to realize if you’re in a regulated industry. The folks who are acting as prosecutor judge and jury, also are your primary regulators. So you need licenses, you need all sorts of things from them that are a matter of normal business. These are the same people who are going after you for millions, hundreds of millions, billions of dollars and demands. And I think that that is the most challenging issue that I faced as general counsel. This populoused issue associated with admitted malefices in the financial industry spread widely over the rest of corporate AMerica and then exploited as a political tool by the government.

Laurence Colletti: Sounds like a lot of very challenging issues stemming out of that, so I can’t imagine the amount of work that must have created for you guys. So, Randy, I’ve got a good question, this is the last question I have for you. As the new host for In-House Legal, what topics are you looking forward to covering?

Randy Milch: Laurence, it’s a great question and I spent a lot of time trying to figure that out because I do want the show to be interesting and particularly useful for a group of audiences, I think. I think it’s for existing in-house counsel, for folks who want to become in-house counsel and I think for the wider community of people who want to assist in-house counsel, that being outside counsel or vendors of other sorts; trying to provide a little bit of a roadmap about how in-house counsel think about their issues and their problems. So I’ve already lined up a few folks and a few ideas to do that. A good friend, Mark Roellig, who’s the general counsel of Massmutual will be joining me for a segment on his views about how in-house counsel can be strategic partners and how to deal with some of the larger issues. Mark is a serial general counsel and a great one, he’s thought a lot of about the role. I’m looking forward to invited Paul Lippe from Legal OnRamp to come and talk on the vendor side about how he is trying to transform the legal profession and the provision of services to in-house counsel. And also trying to figure out on the supply chain end. What can we do to change – law school – change the the inflow of lawyers into private practice and then into in-house counseldom. I’m looking forward to inviting dean Phil Weiser from University of Colorado School of Law to come on to talk about some of the ideas he’s had. So that’s sort of a short-term set of goals and I hope to build on those over the course of the year and the various shows.

Laurence Colletti: I think that’s a great place to leave our listeners for today. So we’d like to invite you, Randy, to officially take the reigns of your show. I’m going to ask you where our listeners can find more information about this program.

Randy Milch: For all of you listeners who would like more information about what you’ve heard today, please visit www.LegalTalkNetwork.com. Or you can follow us on iTunes, RSS, Twitter, and Facebook. And that brings us to the end of our show. I’m Randy Milch, thank you for listening. Join us next time for another great episode of In-House Legal.
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