Before I began working in Biglaw, I understood that clients hired Biglaw firms (and paid Biglaw rates) for complicated, high-risk matters in order to have access to the top-tier legal talent at those firms. But after a few years of running deals, I came to understand that there’s another important reason that clients bring their most complicated matters to Biglaw: project management.
You don’t need a 500-lawyer firm to do great legal analysis. You don’t need a word processing department to draft a brief or short contract. But it takes a substantial firm infrastructure and support network to run a deal with dozens of parallel workstreams or to manage a massive internal investigation or litigation. For the largest and most complex matters, effective project management is not only a major source of value offered by the largest firms, it’s critical to securing the best results for clients.
Junior associates play an essential role in that project-management landscape, so we wanted to address at least one example of what that means in the trenches as part of this initial “Biglaw Basics” series, and we’ll address a number of additional examples in the months to come.
(Note, this post—given its granular nature—assumes a level of familiarity with some basic Biglaw concepts and vocabulary. If any of that flies over your head (e.g., because you’re a law student), just speak up in the comments, and we’ll be happy to clarify.)
Virtually all large firms keep their documents in a centralized document-management system (DMS) to which junior associates are routinely the gatekeepers.
Juniors are the ones saving new documents to the communal system, regularly accessing them to incorporate changes, distributing revised drafts and blacklines to working groups, and generally ensuring the integrity and currentness of a matter’s documentation.
Given the importance of those documents to client representations, few junior responsibilities are more central to a matter’s—and junior associate’s—success.
It’s therefore important that juniors take their gatekeeper responsibility seriously and develop—and then implement consistently—a set of best practices for organizing and maintaining matter-related documents in the DMS. The exact nature of those best practices should reflect the preferences of your firm and your individual teams, but we’ve offered a few suggestions below to help get you started.
One of the most valuable contributions you can make to your teams early in your career is ensuring that the directories you’re responsible for are well organized. It seems like a small thing, but it’s not. Biglaw representations can go on for years. They can die and come back to life far in the future. They can involve, literally, thousands of documents, and team members may be replaced many times over during the full life of a matter. (Not to mention that firms routinely need to crack open files for old deals and cases for reference and other purposes.) For these reasons, among many others, keeping directories organized is not only helpful for you, it’s essential for those who may need to navigate the directory in your wake. So let that be your guiding organizational principle: would someone coming along later be able to quickly find a document they were looking for in my directory? If the answer is anything but yes, think about what you can do to make the organization of documents in the directory clearer and more intuitive.
A few rules I’d highly recommend you follow.
(1) Save things down to the system immediately when they first come in. Things move fast in Biglaw, and one of the best ways to avoid confusion and wasting time digging back through old emails is to ensure that everything is saved to the system and organized in real time.
(2) Keep all work and matter-related materials in the official matter directory (not your local hard drive or other personal folder) so that it is accessible to your whole team at all times. I understand this may feel uncomfortable in the early days when you feel like you’re just stumbling through your job and are not yet confident in your work product. But—trust me—if you start keeping documents in other places, things will get lost or something important won’t be accessible to someone in the middle of the night because you’re asleep and they can’t find where you put it.
(3) Avoid keeping multiple copies of the same document (including different versions) as separate files in the same directory. Believe me, nothing causes more confusion. It’s a nightmare trying to determine, after the fact, which document is the current or right one based on timestamps and filenames when there are five different copies of something in a folder. If you’re making incremental changes, do it in a new version of the master file. And if there’s a reason to save a separate copy of a document as a separate file, which can happen from time to time, label it clearly and move the outdated copy to a separate “Archive” or other sub-folder as soon as possible.
(4) Think Goldilocks when creating subfolders. Defer, of course, to your seniors’ preferences, but in the absence of guidance to the contrary, avoid the following extremes: (a) creating a million sub-folders levels that make it difficult (or, at least, frustratingly slow) to find and access documents living at the bottom of unnecessarily long folder chains; and (b) “kitchen sink” folders where you save down a million files in the same folder, making it very difficult for someone hunting for a particular doc to put their finger on it quickly. On the latter, I’ve found a good rule of thumb is that if the folder contents has grown large enough so that the list view takes up more than a screen’s height (meaning you have to start scrolling down to see everything), it’s time to find a good way to break things in two or three different sub-folders.
Arguably the most important DMS-related challenge you’ll face is maintaining version control of large documents—particularly in a complicated deal where dozens of parties might be commenting in parallel on iterative drafts.
…the most important version notes—the ones that HAVE to be 100% right every time—are the ones that say “to client” or “from [opposing counsel].”
As the junior comment-turner, it falls squarely on your shoulders to ensure that the never-ending cycle of distributions out and comments in doesn’t result in documents falling out date or comments getting lost or overwritten in the process. This requires a laser-like focus for how best to sequence the distributions of drafts for comment and the input of multiple sets of changes. And you have to carefully proof each set of changes in order to ensure that they are not unintentionally countermanding prior changes (particularly from more authoritative sources).
(Pro tip: It’s crucial that you ensure, whenever possible, parties are commenting on the same base document in a round of comments and that you try to avoid revising your system’s docs while they are “out” with the other side. If the base document on which a round of comments is being offered has been incrementally changed across parties, it’s an absolute nightmare—if not impossible—to run useful comparisons that show global changes in turns of a doc.)
Finally, it’s absolutely critical that you maintain a clear record of the state of a document at all times. That means keeping clear and consistent version notes on the system. To that end, I’d recommend the following. Always work in a new version of a document so that you don’t inadvertently alter an existing version and obscure the change record. Put changes in one batch a time, creating new versions for each author’s comments, and clearly label the applicable version with the relevant author and other useful information (e.g., “Tax comments received 4/27”). Keep it short so all the important info is visible in the DMS’s preview pane/list view. And—above all else—clearly label the versions of documents that left, and come back in, to the firm’s bubble. Meaning the most important version notes—the ones that HAVE to be 100% right every time—are the ones that say “to client” or “from [opposing counsel].”
(Pro tip: You’ll hear some lawyers complain about documents having too many versions. I’m a believer that you should err on the side of over-versioning. You can always ignore (or, if it really bothers you, delete) superfluous versions. But you can’t reverse engineer missed versioning without a huge headache. If you find yourself with a bunch of useless versions of a document, however, and you’re confident the version notes don’t contain info that anyone will need in the future, one of my favorite tricks was to simply change all the notes on those versions to “interim”. It helps separate, at a glance, the wheat from the chaff.)
Check In Your Documents
Finally, a small, but important tip. If there were a junior associate Ten Commandments, one of them would surely be: “Thou shalt not leave documents checked out overnight.”
On more than one occasion, I have had to call, and call, and call junior associates at 3:00/4:00 in the morning trying to wake them up so that they could log in to their machine and check out of a document I needed to work in. Sometimes without success. (Which is an absolute disaster if there are changes in the document that haven’t been saved to the system. Your computer-support department can likely force the document to be checked back in, but that won’t save those changes.) Believe me, that’s a mistake you don’t want to make. Always, always, always make sure the documents you’re working in are checked back in before you go home.
(Pro Tip: Never actually check out documents unless you need to make changes to them. If you just need to have a look at something, right-click and open it read-only. That will help avoid the problem noted above and also prevent you from making inadvertent changes to docs. And it also helps you avoid the inevitable stress cause by the “Do you want to save changes…” pop-up when you don’t recall having made changes to a doc. If you look up at the top of your screen and the file was opened read-only, you immediately know there’s nothing to worry about.)