Our most popular post to date has been on making the most of the critically important staffing meeting. This week, let’s talk about what happens next: reading in.
Once you’ve been staffed on a matter, the next thing you have to do is get yourself up to speed (or “read in”) on the relevant background.
What to Read
In most cases (particularly when you’re just starting out), you’re unlikely to have to figure this out on your own. Your supervising lawyer will generally load you up with an (often large) set of reading materials, such as background documents on the matter itself, any existing work product (if you’re joining the team mid-stream), maybe a few relevant precedents, etc. Your firm may also have a standard client-background package (covering, if available, organizational documents, public filings, recent news, etc.) that you’ll be expected to peruse.
If your supervising lawyer doesn’t volunteer any materials, ask what it would be helpful for you to read and familiarize yourself with. (A great and tactful way to do this is to simply ask whether you can help pull together any background materials for the team. It’ll usually generate the same reaction from your senior associate, but it’ll feel like you’re trying to help him or her, as opposed to add to their workload.)
Once you have materials in hand, here are a few tips to help you hit the ground running and make the most of your preparation.
Understand the Client; Understand the Narrative
Regardless of the type and quantity of materials provided to you, as a first step of reading in, I’d strongly encourage you to simply learn a bit about your client and its industry. For example, I always used to begin work on a new deal with a quick scan of a client’s website and a quick flick through Google search results on the client (and, if public, the matter itself) for a 30,000-foot overview of the relevant players and pieces. Even at the junior levels, understanding your client’s business and the broader commercial context of a matter or a litigation can be critical to building a true understanding of what’s going on from the read-in materials (and beyond) that will allow you to add value to your teams and help deliver great advice.
It’s also a great idea (particularly for transactional matters) to spend time at the outset carefully reviewing the structure/organizational charts of your client and other parties, so you’ll have an understanding of the relationships among the businesses/entities involved. (Pro tip: As soon as you find a good structure chart for the relevant business(es), print out a copy, have it laminated, and keep it in your matter notebook. Being able to visualize the relationships among entities will come in incredibly handy when you’re on calls and reading documents, trying to figure out which entity is being discussed and where it fits in. If you can’t find one, make one.)
One of the only predictable things about Biglaw life is that it will be unpredictable….
Additionally—and this goes hand-in-hand with our staffing meeting advice—be sure you understand what we’ll call the narrative of the matter itself. What is going on in the deal or litigation and why? What are your client’s short- and longer term interests and goals? What are those on the other side? You need this lens in order to make the most of your background reading, so don’t begin without it. There’s a constant temptation in the fast-moving world of Biglaw to tell yourself that you’ll have a second look at something later on or come back around to something when you know more. But circumstance rarely, if ever, permit it. Treat your read-in as the first and only bite at the background apple, and put yourself in a position to absorb as much relevant information as possible.
There’s No Time Like the Present
No matter how much time you think you have or how relaxed a matter timeline appears to be, get cracking on your background reading the second you’re able to do so. One of the only predictable things about Biglaw life is that it will be unpredictable, so, in the words of Ben Franklin, “never leave that till tomorrow which you can do today.” It’s an immutable law of law firm life that if you procrastinate on a task, thinking you’ll have plenty of time to do it later, you’ll have a fire drill dropped in your lap as soon as you actually turn to it.
Employ a Triage Mindset
As noted above, you can often be given a huge amount of background reading. For your read-in purposes, it’s not all created equally. Be strategic about what you pick up first. Regardless of how much time you think you have, attack the background materials as if you’re severely time-constrained. Decide what you think is the most important bit (or, if you’re unsure, ask) and start there, working your way down the priority ladder as you go along. (For example, if the client has already negotiated a term sheet for the deal that you’re working on, read it carefully before picking up the client’s last 10-K.)
It may be the case that you’ll have time to get through everything before the first task or the next meeting, but all too often you’re going to be forced to cut your background reading short. Sometimes unexpectedly. If you’ve begun with the most important material, no matter when you may be forced to stop, you’ll already have triaged your workload and be in the best possible position to move on, if the circumstances demand. (Note, this applies not only among various documents, but also within them. If you’re going to be working on a task related specifically to an SPA’s indemnity provisions, for example, start by reading them first. Then pan out and read the rest of the SPA.)
Don’t Just Read, Engage
When doing background reading, it’s tempting to try to just “get through it” as quickly as you can. Challenge yourself to engage with what you’re reading and think critically about how it relates to what you know about a matter and the tasks you think you’ll be working on. In other words: issue spot. (Who says traditional law school education won’t prepare you for Biglaw corporate practice?)
Regardless of how much time you think you have, attack the background materials as if you’re severely time-constrained.
It’s just another flavor of that all-important method of owning your own development that we talked about in our “Best Training” post. See if you can pick up on key issues that need to be addressed by your team and compare that with what the team comes up with later on. As early in your career as you possibly can, start thinking about what YOU would do first or next if you were in charge of running the matter.
Additionally, when reviewing deal or precedent documents (the kind that you’re going to stick in your matter notebook for future reference), I always found it immensely helpful to take notes (i.e., reflect the product of the engagement described above) in the margins of the relevant documents themselves. That way I’d always have my thoughts alongside of the underlying contact language that sparked them on the same piece of paper that’s most likely to be in my hand if the issue ever becomes a topic of conversation (such as in a page-flip of a draft agreement). As we talked about last week in our post on taking notes, anything you can do to keep your matter-related thoughts and information together in one place that you can easily locate will make your life easier—particularly as time wears on.
Next week we’ll address a few tips that relate specifically to getting your head around longer, more complex documents, so stay tuned.
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