Sullivan & Cromwell LLP - The Inside View

If you like to put in 100% and have a "fixation with getting things right" then Sullivan & Cromwell may be a good match.

INDISPUTABLE prestige? Tick. 200-year history? Tick. A reputation for perfectionism, sky-high quality of work product, and rigorous client service? Tick, tick, tick. A plethora of Chambers USA rankings? Plethora of ticks. S&C unquestionably deserves top marks for the caliber of its national and international M&A, capital markets and corporate finance deals, and is also top of the class in securities and regulatory litigation, tax, real estate and energy work. Chairman Joe Shenker explains that while the effects of the 2008 financial crisis are still being felt, even now – and are thus still shaping some of the firm's practices – “we also see significant 'strategic' M&A activity from clients that are expanding across national lines.”

Outsiders sometimes say Sullivan is synonymous with an old-fashioned, elitist Manhattan vibe. Our inside sources, however, told us this isn't true and that “the culture isn't fratty or bro-ey." But they did advise student applicants to understand the demands it places on its associates, particularly “the firm's fixation with getting things right" (see Culture below for more).

The Work



Associates were fairly evenly split between the general practice group (including corporate and other transactional practices) and litigation, with a couple in estate & personal, and tax. For members of the general practice cohort, “the first 18 months are spent receiving work from multiple groups.” During this time “assignments are run through a staffer, although on some occasions they can come from a partner.” There's also an associate development partner who oversees progress. Ideally, this is a time for newbies to explore their areas of interest before committing to one in particular. Insiders appreciated the system, had done “most of what I felt I needed to know,” and reckoned associates at other firms “don't get to broaden their experience like we do.” At the end of the 18-month period, “everyone gets to go where they want.”

“The responsibility is almost scary; you're definitely pushed out of your comfort zone.”

Sources in the corporate department admitted that they start with “the basic first-year tasks like due diligence, checklists and document management,” but soon enough found themselves “doing tasks regarded as midlevel like drafting core transactional documents, having frequent interface with the clients, and direct contact with partners.” A second-year explained: “I'm on a securitization deal and while I'm in charge of diligence I also draft different registration documents, and on an M&A deal recently I wrote the first draft of the merger proxy statement.” Another second-year commented that “the responsibility is almost scary; you're definitely pushed out of your comfort zone.”

Litigators explained that there's an associate development partner here too, and a staffer to help with assignment, "but you can also reach out to people. If there's an area you're keen on you put yourself out there. It's not rigid.” One recalled: “When I first arrived they gave me two folders and said here's who you need to call; I haven't gone back to the formal assignment since. S&C rewards initiative and lets you exercise as much autonomy as you want. Some people find that disconcerting.” The work was “a mixed bag, from doing prep work for depositions, to drafting parts of briefs, to a lot of legal research solving puzzles for the plaintiffs. There's certainly some doc review, but it's not all concentrated at the beginning; it can happen later on. The focus is on the specific work product that you're told needs achieving.”

Pro Bono



More control over responsibility can be sought via pro bono. “They aggressively encourage you to take it on, and it's a chance to get a lot of partner contact.” The “robust system” is spearheaded by a specially appointed lawyer, but some juniors also found cases “by talking to someone at a cocktail party and becoming interested in what they were doing.” Work examples include “a gay adoption case, immigration matters, transgender name changes, and Criminal Justice Act cases sometimes involving gun and drug charges.” One had particularly enjoyed “writing the first draft of an appellate brief with a senior associate, attending court hearings and preparing the attorney.” Some corporate associates lamented that “we don't have the added benefit of career enhancement like litigators do,” but many were involved in pro bono nevertheless.

“They aggressively encourage you to take it on.”

Pro bono hours 

  • For all attorneys across US offices: 42,776  
  • Average per US attorney: 67

Hours & Compensation



While there's no specific pro bono requirement or official cap, and while there's no billable hours target either, it's understandable that industrious S&C associates think twice before seizing new work. Hours are pretty full on; at the time of our calls our interviewees were mostly leaving between 8pm and 10pm. Whether these are all spent at the office or working remotely from home is “up to us.” Certain practice areas enable more predictable than others, but the stage of a deal or specific client demands had a larger sway on how late associates were staying. Weekend work was not infrequent –“you're expected to be on call” – but again depended on client demands.

“In California this schedule would be insane.”

“In California this schedule would be insane,” one exclaimed with a tinge of pride, “but in New York it's not atypical. The firm's official line will always be that they want people to take care of themselves, but no one will ever tell you you've been working too hard. It's up to you to make that time.” Sources did observe that “on a day-to-day basis people are understanding: you can't make plans five days a week, but everyone knows you need and want free time.” Vacation days are “valued. Usually no one bothers you.”

Clearly racking up the hours isn't an issue at S&C, but associates were still grateful “that there really isn't a number you have to aim for. I think I got to about 2,300, but there's really no emphasis on it.”

Training & Development



Training on the other hand is emphasized. Several insiders agreed with one who enthused: “Training is the best thing about the firm.” It starts in summer “when you've got targeted training, but you're also invited to other programs across the firm. In the fall there's a big push to train junior associates, and it's not the same every year so you can return as a second-year and pick up new skills. Practice groups also meet once a month to share updates over lunch.”

Sources praised “on the job” support from team members, but observed that formal mentorship only really exists “in theory.” Once associates are assigned to a practice group, they can express a preference as to who their formal mentor should be. Because many of our junior interviewees hadn't yet spent 18 months at the firm, most hadn't met their mentor or weren't sure how mentoring worked. Still, many noted that relationships formed naturally and that the “associate experience committee” was a good platform to voice concerns or seek support. The firm assures us that the associate development partners are charged with mentorship in the early days.

Feedback was similarly best consumed on the go: “Generally if you ask for it on the job, you'll get it. The formal reviews happen once a year and comments mostly tend to be reassuring, but not specific.” Hiring partner Sergio Galvis adds: “Because of S&C's comprehensive and holistic approach to training, the vast majority of the firm's associates begin their legal careers with S&C, either directly out of law school or after clerkships or government service, with a very limited number of lateral hires.”

Culture



In previous years we picked up on S&C's pursuit of perfection as a driver of its culture, and again this year associates spoke of “the firm's fixation with getting things right.” While insiders did admit that “there is a fear of being the weakest link and that can make anxiety run high,” they conceded that “all the mechanisms that are in place to help us achieve perfection, such as the word processing department dedicated to proof-reading overnight, do alleviate the stress.” Several reported not suffering anxiety at all.

“You never get the sense that they're too good to listen.”

Most interviewees had enjoyed friendly and supportive relationships with peers, “but your experience does depend on the partners you work with.” Episodes ranged from “one partner I love working with because they're intimately involved with their matters and you never get the sense that they're too good to listen,” to other anecdotes of impromptu weekend work and the occasional partner not being forthcoming with gratitude. Still, part of the focus on work "might mean you don't go out for drinks with colleagues all the time, but on the flipside it takes the pressure off forced socializing.”

Offices



Some socializing does occur though, of course, not least at “4pm snack time.” Sources advised to get there quick “because it can run out. But there's always the cafeteria, which is heavily subsidized and serves high-quality food for breakfast and lunch. There's been a push for healthy options and we're seeing it come to fruition.” Another notable perk of the Lower Manhattan digs was the “new fitness center opened after Hurricane Sandy destroyed part of the office. It's useful to have showers at work.” The gym wasn't the only new addition, S&C also introduced “associate lounges with TVs, computers which don't have website blocks so you can go on Facebook, foosball tables, soda machines and snacks.” In spite of these upgrades, the overall feel of the office was still described as “quite old-fashioned, with carpet and mahogany in tan or muted colors. The views are great though and they're slowly refurbing the offices. Associates share for about a year and a half to two years, then get their own.”

“Foosball tables, soda machines and snacks.”

Diversity



As with many big firms, insiders acknowledge both that “they make a big effort,” but that “there's always room for improvement.” All agreed that “at junior level the numbers are more encouraging than among partners” as is the norm for the market. However, “while they're putting on events, and clearly trying to recruit and retain diverse candidates, I'm not sure it makes a difference," a source commented – the core problem being the demographics coming from law schools. Nevertheless, hiring partner Sergio Galvis is optimistic about the new generation of associates: "While much work remains to be done, US law schools have done a great job of attracting a more diverse pool of students in recent years and this has greatly benefited us.”

Get Hired



Sources suggested “ignoring the firm's reputation as stuffy. Just come and meet the people and make up your own mind.” Some also warned against “underestimating the job's demands on your personal life. You devote your life to your work and your social life just has to fit around that.” Sergio Galvis was also unequivocal that a candidate should be hungry for "complex and challenging work," and that the associates should "share a passion for excellence." Concrete tips for getting your foot in the door included “having really good grades, it's a reality of recruitment here. Also, make sure you express enthusiasm for what the firm does best in different areas of law. Don't come across as though you're just looking to cash a check for a few years.”

“You devote your life to your work and your social life just has to fit around that.”

Strategy & Future



As in previous years, chairman Joe Shenker emphasizes the firm's steady growth in areas like energy, projects, restructuring, and IP. He also reiterates that Sullivan & Cromwell views itself as somewhere in between those firms that do “everything for everyone” and those that are totally niche. In further describing the intermediate space occupied by S&C he reveals that the firm's strategy going forward will be highly people-focused: “The aftermath of the financial crisis has proven to us the virtue of our traditional focus on training our lawyers to be multidisciplinary practitioners who have a broad perspective and the ability to practice across geographies and specialties.”


 

Interview with chairman Joe Shenker



Chambers Associate: What have been the past year's highlights at the firm? Last year you spoke of the effects of the crisis still being felt – what's that like a year on? 

Joe Shenker: The investigations work and private litigation arising out of the crisis – particularly in the mortgage backed securities space – are now tapering off, but they certainly have been replaced by other litigation work involving both investigations and trial work. Crisis management is a critical component of our litigation practice, as evidenced for example by the work we are doing for VW coming out of the emissions control matter.

We also see significant 'strategic' M&A activity from clients that are expanding across national lines in the consumer goods, pharmaceuticals, healthcare and insurance industries, as well as in media, telecommunications, and finance. That has been a fabulous experience for partners and associates alike because it enables us to play to our strengths.

We as you know have teams of sophisticated lawyers operating on the ground in the major financial centers of the world. Some recent transactions I'd like to highlight include our representation of what is now AB InBev – a company which we represented going back to its roots as a Belgian company, InterBrew, which we acted for when it acquired Labatt, a Canadian company, and then in its merger with AmBev, a Brazilian company, which was followed by its acquisition of Anheuser-Busch, a US company, and is now in the process of merging with SAB Miller, a UK company. We have worked with this company from the outset in its global transformation – this has been a thrilling experience for dozens of our lawyers involving I would say every practice area and geography in which we practice.

Similarly we are representing Teva Pharmaceuticals, an Israeli company, in its acquisition of Allergan Generics from Actavis, an Irish company, and represented the Japanese insurer, Tokio Marine, in its acquisition of HCC of Houston. We are also representing Cablevision, a US company, in its acquisition by Altice, a French telecommunications company; Alcatel-Lucent, a French company, in its acquisition by Nokia of Finland; German auto supplier ZF Friedrichshafen in its acquisition of TRW of the US; and AT&T in its acquisition of two wireless companies in Mexico to service a combined North American market of 400 million consumers. These are all very large strategic transactions involving extensive cross border work. It is great to see that corporates who have been stockpiling cash have rebounded and are consummating strategic cross border acquisitions.

CA: Are any practice areas growing? Last year you mentioned energy and IP. And are any shrinking? 

JS: Our energy and projects work have always been strong. The recent collapse in oil prices has led to restructuring and consolidation and we are involved in both. For example, we are currently representing the Creditors' Committee in the Chapter 11 restructuring of the largest leveraged buyout in history – Energy Future Holdings – which demonstrates the growth of our restructuring practice. We have also been very active in a number of liquefied natural gas projects in the US and abroad – from Texas to Queensland, Australia. Our IP practice continues to be very busy – particularly in M&A, capital markets, licensing and litigation. We have not scaled back in any practice areas or geographies – to the contrary, we continue to follow our model of steady strategic organic growth.

CA: What's your strategy going forward?

JS: The aftermath of the financial crisis has proven to us the virtue of our traditional focus on training our lawyers to be multi-disciplinary practitioners who have a broad perspective and the ability to practice across geographies and specialties. We have deliberately chosen to be neither a firm that does 'everything for everyone,' nor a geographically or practice area restricted boutique.

There has been a great deal of recent press asking whether technology will replace lawyers, especially associates. I have regular lunches with our associates, and recently made the point that if artificial intelligence – AI – replaces associates, it will replace partners too. The reality is people will never be replaced because there will always be the need for the wisdom, experience, and creativity that broadly trained lawyers can bring to bear. However, the legal profession is behind in its use of AI. For a start we need to use AI to create a true, internal, 'Google-like' system for searching legal precedents with ease. But, more important, we need to move legal AI to the point where it makes each of our lawyers even more efficient in researching, sorting through data and drafting – allowing our lawyers to continually focus on the other skills that we, our clients and they value: creative and wise counseling.

CA: Interviewees thought that different partners have different management styles, and they reported on both brilliant and slightly daunting relationships with them. Does training continue up until partner level and does it include the communication of a Sullivan & Cromwell style of mentorship or people-management, for example, or is everyone left to develop that in their own way? 

JS: We have a sophisticated group of professionals who continually work to develop training programs for our lawyers to ensure we fulfill our 'contract' to train associates in the absolutely best possible way. We also regularly consult our associates as to what sort of training they would like – all with the goal of developing all our people into 'counselors' who can advise and handle any kind of situation.

Our leverage ratio has historically been about 3 to 3.5 lawyers per partner, which is low among our peers, and that is deliberate because we believe it best fosters the mentoring and training we strive for. Our work teams generally consist of lawyers with different backgrounds and levels of experience working closely with each other. We believe that experience is valuable, but so is thinking 'outside the box' – people at all levels can learn from each other.

Everything is a delicate balance – different people will have different styles, and what is important is that our lawyers learn from all the different people they work with and ultimately develop their own styles. The last thing we want is an assembly line of lawyers.

CA: Is there anything else you'd like our readers to know about?

JS: We regularly revisit and create new programs and initiatives, in collaboration with our Associate Experience Committee and associate focus groups, to address the professional and personal needs of our lawyers. Recent initiatives include a structured program to offer confidential and individualized career counseling to associates and alumni, as well as a partnership with three financial service organizations to help our associates refinance student loans at a significantly reduced rate.

Sullivan & Cromwell LLP

125 Broad Street,
New York,
NY 10004-2498
Website www.sullcrom.com

  • Head office: New York, NY 
  • Number of domestic office: 4
  • Number of international offices: 8
  • Partners (US): 139
  • Associates (US): 459
  • Summer Salary 2016 
  • 1Ls: $3,076/week
  • 2Ls: $3,076/week
  • Post 3Ls: $3,076/week
  • 1Ls hired? Yes
  • Split summers offered? Yes
  • Can summer spend time overseas? Yes
  • Summers 2016: 144 (120 2Ls, 3 1Ls, 18 3L pre-clerks, 3 SEOs)

Main areas of work
Sullivan & Cromwell brings a multidisciplinary approach to providing the fullest and most comprehensive legal advice to our clients. Our global practice includes four main groups: General Practice (corporate), Litigation, Tax and Estates and Personal. Our lawyers are trained to be generalists through broad exposure to a wide range of challenging legal matters, many of which have a significant cross-border component. A substantial number of S&C’s clients are non-US commercial enterprises and government entities and many of our US clients retain us for international matters. Our lawyers serve our clients through a network of 12 offices in New York, Washington, DC, Los Angeles, Palo Alto, London, Paris, Frankfurt, Tokyo, Hong Kong, Beijing, Melbourne and Sydney.

Firm profile
S&C has the most broadly and deeply trained collection of lawyers in the world. They thrive in our working environment, which is characterized by commitment to clients, leadership, professional development, broad experience, teamwork and commitment to community. Associates at S&C typically acquire leadership skills as lawyers more quickly than they would at other law firms, as they are given early responsibility for managing transactions, counseling clients and representing their interests in dealings with other parties. To supplement this on-the-job experience, we provide comprehensive training programs for associates as well as formal mentoring programs.

Recruitment details
• Number of 1st year associates: 92
• Number of 2nd year associates: 84
• Associate salaries: 1st year: $180,000
• 2nd year: $190,000
• Clerking policy: Yes

Law Schools attending for OCIs in 2016:
S&C interviews at top law schools around the country. Our lawyers are alumni of more than 135 law schools.

Summer details
Summer associate profile:

We are actively seeking people whose intellect, character, motivation and other attributes promise to make them outstanding lawyers.

Summer program components:
Training/Orientation:
All summer associates participate in a formal orientation program, as well as a wide variety of training programs and skills workshops.
Advising/Assigning/Evaluations: Summer associates are assigned a partner advisor and an associate advisor, from whom they receive assignments. They are also matched with a junior associate, who is there to help with day-to-day matters at the firm. In addition, each summer associate is assigned to an Associate Development Partner, who oversees the distribution of summer associate assignments.
Events: Every summer, S&C organizes a variety of events, including professional opportunities, social events and charitable events.