Kurt Vonnegut, Author
If you are a founder with some suspicions about the motivations and allegiances of your company's law firm, you may appreciate the wisdom of Kurt Vonnegut.
Vonnegut has a great bit in God Bless You, Mr. Rosewater about the worst motivations of corporate lawyers.
The book is about money, sort of. Here's the opening line:
“A sum of money is a leading character in this tale about people, just as a sum of honey might properly be a leading character in a tale about bees.”
The Rosewater family had a great fortune. It was held by The Rosewater Foundation, for the benefit of the family's heirs, and managed by a law firm called McAllister, Robjent, Reed and McGee. An associate of the firm, Norman Mushari, was Vonnegut's embodiment of the worst motivations of corporate lawyers.
“No one ever went out to lunch with Mushari. He took nourishment alone in cheap cafeterias, and plotted the violent overthrow of the Rosewater Foundation. He knew no Rosewaters. What engaged his emotions was the fact that the Rosewater fortune was the largest single money package represented by McAllister, Robjent, Reed and McGee. He recalled what his favorite professor, Leonard Leech, once told him about getting ahead in law. Leech said that, just as a good airplane pilot should always be looking for places to land, so should a lawyer be looking for situations where large amounts of money were about to change hands.
”In every big transaction,” said Leech, “there is a magic moment during which a man has surrendered a treasure, and during which the man who is due to receive it has not yet done so. An alert lawyer will make that moment his own, possessing the treasure for a magic microsecond, taking a little of it, passing it on. If the man who is to receive the treasure is unused to wealth, has an inferiority complex and shapeless feelings of guilt, as most people do, the lawyer can often take as much as half the bundle, and still receive the recipient’s blubbering thanks.”
Vonnegut's wisdom is a good reminder to founders that their company's attorneys may be representing the company's money rather than its founders.
Stock Option Counsel provides personal counsel to founders to protect their individual interests. At incorporation, we review the company counsel's documents and provide founder-friendly terms. At financings and mergers, we train founders to help them master the deal terms so they can identify and negotiate for the terms most favorable to them as individuals. For more information, see the Stock Option Counsel website or call us at (650) 326-3412.