Pro Bono Helping In-House Counsel To Serve Organizations Working To Improve Our Communities

Monday, August 1, 2005 - 01:00

The Editor interviews William B. Lytton, General Counsel, Tyco International Ltd. and Board Member, The Pro Bono Partnership.

Editor: Please tell our readers about your background.

Lytton: I have been Executive Vice President and General Counsel of Tyco International Ltd. since September 2002. Immediately prior to that, I served for six years as General Counsel at International Paper Company. And, prior to that, I held general counsel positions at operating divisions of Lockheed Martin and Martin Marietta, as well as at GE Aerospace. I also served as a federal prosecutor for eight and a half years in Chicago and Philadelphia and as deputy special counselor to President Ronald Reagan in 1987.

Editor: How did you become involved with the Pro Bono Partnership?

Lytton: In the late 1990s, while at International Paper, I was also serving on the board of what was then known as the American Corporate Counsel Association (ACCA). The Partnership's founder Bob Healing, former Corporate Counsel of General Electric, and Rick Hobish, the Partnership's executive director, invited me to lunch and introduced me to the Partnership and its goal of marshalling the resources of inside counsel to address the needs of nonprofit organizations.

At that time, it was my understanding that about 25 percent of corporate counsel participated in any pro bono work, compared to a rate two to three times higher among the private bar. This was cause for concern for the American Bar Association and for ACCA. So, I was very interested in the Partnership's potential to address that issue, even more so as I thought about the potential impact such work could have on the poor and disadvantaged. I also saw that the Partnership would generate goodwill for the profession and provide personal and professional enrichment for individual attorneys. It seemed like a "win win" proposition.

Bob and Rick convinced me to join the Partnership's board of directors, and I have remained a strong advocate for its programs ever since.

Editor: What are your responsibilities on the board of the Pro Bono Partnership?

Lytton: The Partnership's board consists entirely of general counsels and other members of the in-house bar. Extremely well run, the organization provides ongoing and detailed programmatic and financial information to the board on a regular basis. I think highly enough of the organization's mission and performance that I haven chosen to focus my energies on advocating amongst my peers - for pro bono service generally and the Partnership in particular. I also do a considerable amount of fundraising to help ensure that the Partnership has the financial wherewithal to carry out its mission effectively and efficiently.

Editor: Could you please describe the opportunities available to the volunteers through the Partnership and why you think they are particularly appropriate for in-house counsel?

Lytton: What makes the Partnership so attractive to the in-house bar is that it focuses on the skills that business law attorneys and, in particular, in-house counsel use daily. And, the Partnership provides volunteer opportunities that are discrete, manageable, non-litigation matters and, generally, not subject to time deadlines. For example, the Partnership's volunteers provide assistance with: corporate structure and governance, contract and lease review, real estate transactions, employment law counseling, tax law and tax exempt status, environmental law, intellectual property, mergers and dissolution, and Internet and e-commerce.Volunteers also sometimes present seminars for nonprofit executives, draft articles, or counsel clients on the phone.

Editor: Why should in-house counsel volunteer through the Pro Bono Partnership?

Lytton: First, simply, it is the right thing to do. And, volunteering is personally enriching, provides a valuable service to organizations working to improve our communities, and it generates goodwill for the company or firm. Pro bono work may also exempt an attorney from mandatory pro bono assignments in New Jersey or provide New York CLE credits.

Volunteering through the Partnership is especially easy. The Partnership's staff attorneys screen clients, contact volunteers to offer matters and, in general, coordinate the process. They are experts in the law of nonprofit organizations and are readily available to provide support and back up if and when a volunteer needs it, including access to model forms and documents. There is no quota for pro bono hours - volunteers choose matters that match their expertise and fit their schedules. The Partnership will even take matters back and reassign them if a volunteer has something come up unexpectedly. They provide professional liability insurance coverage and, when appropriate, access to other in-house or private counsel for team support.

Editor: Would you also encourage an in-house legal department to make a commitment with the Pro Bono Partnership?

Lytton: Absolutely. Pro Bono work is an excellent opportunity for good corporate citizenship, and the work is interesting and rewarding for the individual attorney. And, the Pro Bono Partnership makes the entire experience easy and meaningful.

Editor: Would you provide an example of a matter or two that in-house counsel have handled?

Lytton: Lee Braem, Tyco's Counsel for Environment, Health and Safety and the Partnership's 2002 Volunteer of the Year, has been involved with the Partnership from its earliest months in New Jersey, and has taken on several pro bono matters, including among many others, assisting a statewide community development organization with real estate issues, reviewing release forms for a multi-purpose social service agency in Connecticut and advising several clients on the implications of HIPAA, the federal privacy legislation.

Editor: Does the Partnership operate outside of the New York tri-state area?

Lytton: The Partnership is in the process of exploring other major cities that could benefit from its programs. It has already played an active role in helping to create the Pro Bono Partnership of Atlanta and the Hartford Nonprofit Pro Bono Initiative. I wholeheartedly support such an expansion and intend to dedicate some of my energies to facilitating the process. I think it is important to note, however, that many good pro bono programs already exist elsewhere. In some cases, the Partnership may be looking at those locations, but it has no interest in supplanting existing programs. It will only proceed in the event that it can complement those programs' current activities.

Editor: Where can in-house counsel learn more about volunteer opportunities?

Lytton: They can call the Partnership at (914) 328-0674 (NY) or (973) 273-0600 (NJ) or take a look at the current volunteer opportunities listed on the Partnership's website: There are also several good testimonials from other volunteer attorneys on the site.

Editor: Is there anything that you would like to add?

Lytton: Anyone who has ever been involved in community service - whether working in local government, volunteering to coach a child's soccer team, or sharing one's professional skills to help those in need - has experienced the tremendous satisfaction of giving something back to the community. The Partnership is frankly an easy way for in-house counsel to get involved in pro-bono in subject matter areas they know and are comfortable with - and with flexibility to deal with the demands of our corporate clients.