Book Review: More New Developments In Successful Partnering In 2012

Monday, April 23, 2012 - 14:15

A book review in our April 2012 issue of The Metropolitan Corporate Counsel was entitled “New Developments in Successful Partnering in 2012.” In that issue, we reviewed two of the new chapters that were added in April 2012 to the critically acclaimed treatise and practice guide entitled Successful Partnering Between Inside and Outside Counsel.  The space available in that review  did not permit us to discuss the other two new chapters, which were also added to this treatise in April 2012.  Because these other new chapters also address rapidly evolving and important areas of corporate legal practice, they are discussed in this month’s review. But first, a few words about the treatise.

Successful Partnering Between Inside and Outside Counsel is a four-volume, 7,000-page joint project of Thomson Reuters/West and the Association of Corporate Counsel (ACC). The 275 authors of Successful Partnering include the general counsel of more than 80 Fortune 500 companies and the senior partners of many major law firms. The editor-in-chief is Robert L. Haig, a partner at Kelley Drye & Warren LLP in New York.

The 85 chapters in the treatise cover all aspects of corporate law department operations and management, 30 substantive law subjects, and all aspects of the relationships between inside and outside counsel. Each chapter is updated every year. The updates cover all of the important developments during the preceding year in the provision of legal services to corporate clients. 

In addition to the annual updates, new chapters are added each year as new topics become  increasingly important to corporate counsel. The two new chapters published in April 2012 which were not covered in last month’s article are briefly discussed below.

Commercial Equipment Leasing

The purpose of this new chapter is to enable in-house counsel at companies that are not principally engaged, as lessees, in equipment leasing, but rather encounter equipment leases occasionally in the ordinary course of business, to manage these transactions effectively. The chapter provides (i) discussion of efficient uses of outside counsel in leasing transactions and suggestions on how to work effectively with outside counsel in leasing transactions, (ii) background on equipment leasing transactions in general, including typical business purposes and relevant law, (iii) an overview of types of equipment leases and lease structures, and (iv) discussion on negotiating standard lease terms, from the lessee’s perspective.

This new chapter assumes a reader, most likely in-house counsel, tasked by the client with completing an equipment leasing transaction, an area foreign (in whole or in part) to counsel’s customary practice. Bringing in-house counsel to an understanding of the commercial and legal underpinnings of equipment leasing transactions and exposing him or her to negotiating techniques and practice tips useful for effectively managing such transactions is the main objective of this new chapter.

Because commercial equipment leasing can have important financing dimensions, this new chapter on “Commercial Equipment Leasing” complements Chapter 53 of this treatise on “Commercial Finance,” which focuses on commercial finance transactions involving loans secured by collateral.  As explained in this new chapter, certain equipment leases, although documented as lease transactions, are in substance commercial finance transactions in which a loan is secured by equipment and are therefore governed by the legal considerations covered in Chapter 53. Accordingly, cross-references to Chapter 53 have been provided in the relevant parts of this new chapter.

This new chapter was written by Deborah A. Golden, senior vice president, general counsel and secretary, GATX Corporation, Ian M. Irvine, assistant general counsel, GATX Corporation, and Edward S. Grenville, SNR Denton.

Professional Liability

This new chapter discusses successful partnering between inside and outside counsel in managing and litigating professional liability cases. Inside counsel and insurance counsel are typically called upon to defend professional liability claims, although corporations occasionally prosecute claims of this nature. The authors focus principally on accounting and legal malpractice claims, for purposes of illustration. Although all professional liability claims share some common features and may call for similar approaches or strategies, there is enough variation in the elements and defenses of claims in diverse areas – e.g., architecture, engineering, health care – to discourage detailed treatment of every kind of professional liability claim.  The authors’ emphasis is on the collaboration between inside and outside counsel in managing professional liability litigation rather than on the legal or tactical intricacies of the litigation.

The authors begin by discussing key objectives, concerns, and preliminary considerations inside and outside counsel must address from the outset in handling professional liability claims. Next they describe effective strategies for partnering between inside and outside counsel in defending such cases. They then discuss the key legal guideposts for accounting and legal malpractice claims. Finally, they provide checklists and forms pertinent to such litigation.

This new chapter was written by Thomas Scherer, senior vice president and general counsel, Chartis, Steven J. Brodie, Carlton Fields, and Thomas J. Roehn, Carlton Fields.

More Information

More information about Successful Partnering Between Inside and Outside Counsel is available by calling West at (800) 344-5009 or online at store.westlaw.com.