When Mary and Joel Schroeder launched their photography and graphics business, Blue Window Creative, in Portland, Oregon, they had their hands full just getting it off the ground. Like owners of many new small businesses, they didn't concern themselves too much with legal matters. But in May 2010, with their business ramping up, they thought it might be a good idea to switch from sole proprietors to help protect their assets.
But would that be the right move? And if it was, what steps did they need to take to make the transition? With limited financial resources to engage a big law firm for answers, in May 2010 they turned to Lewis & Clark Law School's Small Business Legal Clinic (SBLC) in Portland for help.
The SBLC provides business transactional legal advice to new and emerging businesses, primarily those owned by women, minorities and recent immigrants. One of the ways it provides those services is through its Pro Bono Project. With 15,000 employees in Oregon, making it the state's largest private employer, Intel has a substantial legal team in the state from which to draw talent for the program.
In this instance, David Herman, an Intel business attorney and co-chair of the Oregon Site Pro Bono Program Committee, and Lindsay Dickson, a Perkins Coie attorney, sat down with the Schroeders in the SBLC's office on the tenth floor of Portland's Board of Trade Building to talk about the incorporation process and other issues the Schroeders wanted to address.
Launching Intel's Pro Bono Program
Intel (www.Intel.com), which designs and builds the essential technologies that serve as the foundation for the world's computing devices,has a long history of community outreach, including skills-based volunteerism, through an aggressive Intel Involved Program.
Intel employees around the world devote hundreds of thousands of hours to a host of volunteer projects, including mentoring youth, cleaning up and replanting parks, teaching students about engineering opportunities, and helping the homeless. All of this volunteerism is spurred along by the Intel Involved Matching Grant Program under which the Intel Foundation donates $10 to a school or nonprofit for each reported hour of employee volunteerism.
Intel launched its pro bono program at its corporate headquarters in Santa Clara, CA in September 2006 after Intel's general counsel responded to a proposal from Jeffrey Hyman, a lawyer then on his team, to offer pro bono opportunities for the entire legal staff.
With the support of Intel's General Counsel, a pro bono committee was created to get things off the ground, and an enthusiastic group of 10 met to plot their course.Joining them were representatives from the Corporate Pro Bono Organization (www.cpbo.org) and the Pro Bono Institute (www.probonoinst. org).
The committee initially focused on surveying Intel Legal's interest and benchmarking against what other in-house legal departments, law firms, and legal services organizations were doing in relation to corporate pro bono.
The internal survey revealed that that Intel's lawyers were principally interested in:(1) children's issues; (2) assisting low-income/minority groups; (3) educational projects; (4) community issues; and (5) counseling nonprofits.This influenced the choices of organizations to partner with as the pro bono program blossomed.
By the spring of 2007, three other Intel sites had put pro bono projects in place doing work in areas such as domestic violence, special education, legal guardianship and advising micro-entrepreneurs.
In 2007, Intel also signed the Corporate Pro Bono Challenge launched by the Pro Bono Institute and the Association of Corporate Counsel. As a charter signatory, Intel pledged that up to half of its legal staff would do pro bono work over the next year. Intel also agreed to take pro bono work at outside law firms into account when hiring counsel.
"Intel is a great model because it has such a well-planned program," said Esther Lardent, president and CEO of the Pro Bono Institute.
In 2007, more than 30 Intel volunteers handled 36 cases and donated approximately 500 hours of legal services. In 2009, the company's level of service across all participating sites grew to 84 lawyers donating 2110 hours of legal services. The pro bono work by Intel's lawyers provided another benefit by generating $20,000 in contributions to nonprofits by the Intel Foundation through the Intel Involved Matching Grant Program.
Pro Bono Across Intel
Intel sites now participating in the Pro Bono Program are located in Chandler, Arizona; Folsom, California; Hillsboro, Oregon; and Santa Clara, CA. The program also includes a virtual team that serves clients.
Areas of service and partners vary:
Santa Clara, CA
Guardianships; Special Ed Advocacy; Low Income Entrepreneurs; Housing Clinic
Agency Partners: San Mateo Legal Aid; Law Foundation of Silicon Valley; Lawyers for Civil Rights - SF, Women's Initiative
Law Firm Partners: Nixon Peabody; Baker & McKenzie; Orrick Herrington & Sutcliffe
Domestic Violence Project; Small Business Legal Clinic; Violence Against Women Act; clinic-in-a-box
Agency Partners:Legal Aid Services of Oregon; Lewis & Clark Law School's Small Business Legal Clinic
Law Firm Partners: Perkins Coie; Stoel Rives
Guardianships; Bankruptcy & Consumer Debt Clinic
Agency Partner: Voluntary Legal Services Program of Northern California
Law Firm Partner: Orrick Herrington & Sutcliffe
Guardianships; Debt Counseling Clinic
Agency Partner: Volunteer Lawyers Program of Arizona
Law Firm Partner: Snell & Wilmer
Entertainment Law; clinics
Agency Partners: Texas Accountants & Lawyers for the Arts; California Lawyers for the Arts; ACC
Law Firm Partner: Jackson & Walker
While each Intel site is concentrating on specific areas of interest, Intel Legal personnel also get support if they have a pro bono area of interest outside of these focus areas.
Larry Bennett, based at Intel's corporate headquarters in Santa Clara, CA, and Paul Schelin, an Intel attorney based in Folsom, CA, oversee and run the program by scheduling bimonthly committee, site and executive meetings, and driving initiatives.
As the pro bono program has matured, the committee that oversees it has defined roles to ensure everything runs flexibly and smoothly. The committee members' responsibilities now include:
• overseeing the program and providing general direction,
• leading their respective site programs,
• reviewing requests for pro bono services from community referral organizations and employees,
• reporting out to the executive sponsor, legal management, and others in the Intel Legal department,
• making sure the pro bono volunteers are recognized.
Both Bennett and Schelin also volunteer out in the community. Bennett recently spent some time at a housing clinic in the Fair Oaks Community Center in Redwood, CA sponsored by Legal Aid San Mateo County. There he met with four clients, helping them deal with issues such as inability to pay rent and what to do if they could only pay partial rent. One client, who had a 3'x5' hole in the side of his house and couldn't keep the house heated, wanted to know his rights and how to get things fixed.
"The interesting thing for me is that I used to work as an engineer prior to going to law school," said Bennett. "When you're an engineer, a wheel in a big machine, you are always struggling to evaluate how your work matters, how it changes people's lives. Then I went to law school. Law offers me an opportunity to do things that do affect people's lives in a very meaningful way."
"This helps reconnect you with what are huge problems in someone's life," said Bennett. "It enables real change in people's lives and gives them comfort."But does he come away with a sense of justice after meeting with clients? Only partly. Some clients will, he figures, be outlasted by wealthier or more determined opponents. Others will not be able to make a strong enough case. "I do leave feeling like I help people, but ultimately can I give them what they deserve? No," he said. "There's a lot of injustice because we don't have the time to help all of them all the way to the end of what might transpire."
A Case Study - Intel's Pro-Bono Work In Oregon
Lisa LeSage, Associate Dean and Director of Lewis & Clark Law School's Business Law program, suggested creating the SBLC to provide basic legal services to those who could not afford it. Maggie Finnerty started the SBLC in 2006 with $100,000 in seed money from the City of Portland and office space with affordable rent provided by the Portland Development Commission.The SBLC occupied this office for three years before moving to its current location.
Finnerty, an energetic, positive woman with a broad smile, serves as executive director of the SBLC working from a small back office she shares with her Trek 2200 bicycle on days she rides to work.
LeSage and Finnerty decided at the outset that one of the best ways to leverage the SBLC was to start a pro bono program using attorneys from local law firms and corporate lawyers.
SBLC clients are only accepted if they:
• demonstrate financial need,
• need help within the scope of SBLC services, and
• are an Oregon business.
New businesses are also required to have a completed written business plan. "We want to be sure they have skin in the game," said Finnerty, "so it is important for us to collaborate with the many small business assistance programs. There are a lot of cross-referrals between the SBLC and those programs so that neither of us is providing services in a vacuum."
The SBLC charges a $25 administrative fee to clients it serves through its Pro Bono Project. All the pro bono work is done by lawyers licensed to practice in Oregon. As a state certified pro bono program, lawyers are covered by SBLC's professional liability fund, which provides malpractice insurance.
Potential clients are first screened for eligibility by an operations manager. The manager also checks to make sure the issue for which legal assistance is desired is an appropriate one for the SBLC. Pro bono services cover:
• business financing, including review of lending contracts and advice about loans,
• contract review and drafting, including customer contracts, leases, non-competition agreements and licensing agreements,
• debt problems, including obtaining, reviewing and correcting credit reports,
• employment counseling, including how to hire and fire employees, employee handbooks and employment contracts,
• entity selection and formation, including forming LLCs, corporations, partnerships and drafting agreements among owners,
• intellectual property, including copyright and trademark creation, and
• regulatory compliance, including compliance with local, state and federal regulatory bodies.
Clients run the gamut, with most having either just established a business or operating one that has been open for a couple years.
"We work with a variety of people, from landscape designers, web companies, general contractors, acupuncturists to naturopaths, yoga studios, clothing designers and some nonprofits," said Finnerty. "Some clients are professional people who got laid off and want to start their own business. Some are people who have done home repair work and want to register with the state to get their general contractor's license so they can take on bigger jobs."
The SBLC usually doesn't handle urgent matters such as, "I need to sign a lease tomorrow." Nor does it generally accept clients who have not done their homework."It's rare for somebody to call us and be truly ready for our services," said Finnerty. "That's where our collaboration with the small business assistance programs comes in."
The SBLC also runs a conflicts check to make sure it isn't helping or hasn't helped another party involved in the issue. Then it decides whether the issue needs to be dealt with now or later. That is important because the SBLC usually has a waiting list of 40 to 60 clients.
Then the SBLC determines which of the pro bono lawyers in its stable is the best fit for the client. "We try to match the client with a lawyer comfortable in their area of concern, to make a good fit," Finnerty said.
Clients are required to sign a Representation Agreement that spells out what limited representation is being provided. If it ends up that a client wants help beyond the agreement's specifications, they need to contact the SBLC again.
Initial meetings with a client take place at the SBLC's offices. Some matters can be resolved in one meeting. Most require follow-up work and meetings elsewhere.
After the pro bono lawyers complete their client service, they advise Finnerty on how many hours they spent so the SBLC can report that to the Oregon Bar; the Bar does not require pro bono work, but strongly encourages it.
After a client's case is handled, the SBLC gets a disposition form from the lawyer. At the end of the year, the SBLC reviews all matters to determine if disposition forms have been filed for each client. If not, SBLC follows up with the assigned lawyer.
According to SBLC surveys, most small business owners who receive SBLC help stay in business, making the SBLC an economic development tool as well as a legal assistance program. It also broadens the work experience of Intel's attorneys. "SBLC represents a great way for transactional attorneys to participate in pro bono projects that leverage the skills they use in their day jobs," said David Herman.
Lisa Neal-Graves, IT counsel at Intel, serves as co-chair of the Oregon Site Pro Bono Committee, where she is responsible for the development of and ongoing support for a pro bono clinic with Legal Aid Services of Oregon. In that capacity, she supports low-income residents in resolving legal matters relating to consumer debt, employment and expungement. "Working with the clinic allows me to give to a community of low-income residents something that they would not otherwise be able to afford, while receiving something that money really can't buypure, unadulterated appreciation and tears of joy,"said Neal-Graves.
"Previously I had tried to do things on my own, but without proper guidance I usually ended up one step forward and two steps back," said Derrick Rice, an SBLC client who owns Epic Tile LLC. "I am proud to say we now have a great business model, and our business continues to grow. We owe so much to SBLC."
Suzan A. Miller, Vice President of Legal and Corporate Affairs and Deputy General Counsel at Intel, recently became executive sponsor of the Intel pro bono program, lending top-level support to the effort and enhancing its visibility.
Miller's leadership has generated more management-level participation, heightened awareness of the program, and spurred new ways of looking at things.And on top of that, Miller volunteers for the program herself, leading by example.
In 2010, Bennett and the other pro bono lawyers at Intel are trying to expand the program's visibility and influence within Intel, broaden the range of volunteer opportunities, and grow and refresh the program, particularly to include lawyers working remotely as part of a "virtual team."
The committee overseeing Intel's pro bono program is working to keep it fresh and exhilarating while working hard to meet and surpass the goal of 50 percent Intel Legal participation. As the program evolves within Intel's culture of continuous improvement, elements continue to be revised. One option being considered is expansion of the program to Intel's international sites and into new areas such as sustainability.
"In 2005, when we started talking at Intel, lawyers at corporations doing pro bono work was a really cutting-edge concept," Hyman said. "Now almost five years later there are hundreds of companies that have signed a national pro bono challenge. Intel really blazed a trail that a lot of companies are now starting to follow."