Sullivan & Cromwell LLP - The Inside View

“When you walk the hallowed halls of law school, you hear the names of firms being spoken about and Sullivan & Cromwell was one of them,” an associate recalled. Yes, S&C’s reputation certainly precedes itself as one of the most prestigious and revered law firms in the US and beyond. This reputation has been crafted over 144 years, and, as cochair Scott Miller points out, through “a relatively small footprint in comparison to many of our peers. We are smaller than some of the mega-firms, so we compensate for that through the breadth of each of our lawyers’ practices. We pride ourselves on being generalists, which means we are unconstrained in terms of the practice areas in which we can operate.” 

“You can choose your own adventure and there aren’t any strict rotations here.” 

This model was another major draw for our associate interviewees: “You can choose your own adventure and there aren’t any strict rotations here – it's a natural process and no one is pushed into an area they don’t want to be in.” This, sources felt, results in “well-rounded and trained-up lawyers” who are fit to meet the rapidly evolving and intellectually demanding nature of law on a global scale. The firm’s “international stance” also appealed, and fellow cochair Robert Giuffra Jr. informs us that “over 50% of our clients are headquartered outside of the United States. We were in many respects the first American law firm that was truly international, and that’s still a very important part of our DNA. We have offices across Europe, China, Japan, and Australia, which we’re very proud of.” 

“We also have a reputation for being nerds who love the law, and I have found that to be true,” an associate noted. There’s plenty to get nerdy about at S&C: the firm is split roughly 60/40 between transactional and litigation work and comes highly recommended by Chambers USA for market-leading work in areas such as corporate/M&A; derivatives and capital markets; financial services regulation; international trade; projects; securities; and tax. Most associates were based in S&C’s New York HQ, but some were also working out of the DC and Palo Alto bases. 

Strategy & Future 

“One of the things that’s allowed our firm to be successful for so long is that we are constantly going where the legal demand is in the most innovative areas,” says Robert Giuffra Jr. Cochair Scott Miller adds: “The development of technology has been an important focus for us, and we’ve really emphasized our work in that area. A lot of technology firms are moving up in the value and sophistication chain. That’s a key area for us given the growing portion of the economy those companies represent.” Miller explains that the firm has been developing its fintech capabilities off the back of its robust financial institutions practice, while Giuffra points out that ESG considerations are also a prominent part of this focus on new tech: “We were recently involved in one of the largest M&A deals in Europe when we represented Porsche SE in connection with its $10 billion investment in its transition to electric cars.” 

Ultimately, as Giuffra underscores, “our goal as a law firm is to provide high-quality legal services to the most important clients in their most important matters on a global basis.”  

The Work 

S&C associates are generally placed in either the litigation practice or the broad general practice, which covers transactional work. A small handful of juniors on our list were assigned to specialist tax and estate & personal practice groups. Centralized staffers monitor and distribute assignments, which was a system many interviewees liked: “The New York office has a central staffing person in the litigation department, and because they’re a partner they pay more attention to developing you. If they feel you haven’t been getting enough interviewing experience, for example, they get you involved in an investigation.” In the general practice group, associate development partners also dish out the work, “but by the time you’re six months in, you will have developed relationships with people, and they may reach out to you as they enjoy working with you.” 

“I talk with the clients a few times a day to get the information they’re looking for.” 

Areas covered within the general practice group include M&A, capital markets, finance & restructuring, financial institutions, real estate, executive compensation, and IP. For the first 18 months, newbies can take on work from any of these areas before developing what one source termed “a major and a minor focus,” although juniors can still have a broader practice beyond these areas. Overall, S&C has “extremely strong relationships with banks and financial institutions like crypto companies and modern payment system operators,” so expect this client base to feature heavily in the matters here. “You can do everything and anything that comes through the door,” an associate noted. “Sometimes clients come in and want multiple sources of support from multiple people.” Capital markets matters involved “reviewing prospectus documents and looking into the nuts and bolts,” while M&A deals required associates to “answer frequent questions from clients on reporting guidance – I talk with the clients a few times a day to get the information they’re looking for.” Due diligence is an inevitable part of transactional work, but “it allows you to really understand how a business works and what is normal in a contract – that makes drafting provisions in contracts a lot easier when you become more senior.” 

General practice highlight: California Resources Corporation, OpenAI. Advised biotech company Amgen on its $28.3 billion acquisition of Horizon Therapeutics. 

“...we want to do it correctly, and we want to win!” 

Chambers USA showers S&C with many an accolade for its litigious expertise in areas such as securities, criminal defense & investigations, product liability, and general commercial disputes. Again, “we have lots of banking clients – we're pretty famous for that!” Another noted that “we generally represent the defendant, but sometime the plaintiff. There’s no limit on what you will see here, but every matter is important, we want to do it correctly, and we want to win!” Sources came to S&C for its “stellar reputation in litigation” and enjoyed working with “other lawyers who are at the top of their game in this area.” Interviewees liked the “analytical process of going through discovery materials, as it stimulates the logical part of the mind as you sort through what’s useful and what’s not.” There’s also the “storytelling and narrative considerations” to be savored as “you prepare for oral arguments.” Some associates told us that they’d “witnessed second-years getting involved in depositions” and found that “the more you advocate for yourself, the more you can get higher-quality work.” The litigation hub is New York, but there are sizable teams based in DC and California and “the smaller offices have their own matters and don’t rely on New York work.”  

Litigation clients: Major League Baseball, Bayer AG, Columbia University. Represents Major League Baseball (MLB) in litigation filed in the Southern District of New York alleging that MLB’s reorganization of the minor league player development system constituted an unlawful output restriction and group boycott under the Sherman Act.

“We’re the fun nerds!” 

Culture 

“We’re the fun nerds!” one associate told us when asked about the culture at S&C. “People are very smart and nerdy about certain things they care about, but we still go out and have fun. It’s not the case that people work too hard and don’t go out!” This source felt the same way: “We’re described as bookish and studious people, but there are social butterflies, too. It doesn’t feel like a disjointed culture, and it can be a very social firm if you want it to be. Teams get coffee together; there are dinners at partners’ houses; there are frequent emails about extra tickets for Hamilton or a Yankees game; and there are events held at the firm’s library every Thursday. At the same time, no one holds it against you if you don’t want to get involved!” Interviewees also felt that the lack of any formal billable requirement helped to produce a more “collaborative feel – people are encouraging and want to get you involved in matters.” 

Sources did agree that our previous focus on S&C’s professionalism is “so true: the expectations are high, but if things are difficult, you can reach out and get support. The cultural perspective is that we finish things to a high standard, we don’t cut corners, and we protect our clients’ interests.” Location-wise, the DC and Palo Alto bases are smaller and were described as more “personable,” as associates often found that they were “working more one-to-one with partners and chatting with them often.” With the NY office being the buzzing hub for S&C, it naturally has a “larger environment feel.”  

Career Development 

General practice sources were especially enthusiastic about the amount of formal training on offer: “There’s tons! It exposes you to each practice group and tells you what you need to do with the basics of securities law, or finance regulations, or M&A deals etc... It’s very much appreciated!” This interviewee found that the training became more helpful “with a better sense of what I wanted to focus on within the general practice – now I go to the trainings that better suit my preferences!”  

“I talk to a lot of people to get an idea of what their practice has been like.” 

Juniors are given both a partner and an associate adviser who’s a year above them: “You can speak with your partner adviser about career development topics and your associate adviser about daily work stuff.” The latter “help to shepherd you through the process – they don’t shape my career for me, but they do support my journey and help me.” Interviewees tended to find that there were plenty of avenues of support open to them: “I talk to a lot of people to get an idea of what their practice has been like. When you start as a generalist, you’re already thinking about specializing at the back of your head, so my talks with people have been about that. I’ve found out what people at a senior associate level do, and they’ve helped me to develop by highlighting what I have and haven’t done so far.” Looking ahead, if the partnership isn’t a goal, then “full-time careers counselors can help you to get in touch with alumni from the firm who are now working in various sectors and can talk and offer support.” 

Hours & Compensation 

Billable hours: no requirement 

“It’s a weight off of your shoulders,” a relieved associate told us while commenting on the lack of any billable requirement or target at S&C. “It’s one less thing to worry about and you don’t have to watch the clock.” Another felt that “it makes your first year easier, as it removes that pressure – in litigation it does take a while to ramp up.” But, with great freedom comes great responsibility: interviewees emphasized that “the firm expects you to be an adult, and if you feel like you are not carrying your load in a fair way, you need to be vocal and honest.” That wasn’t felt to be a problem at S&C as “the firm recruits hard-working people, so there’s no concern about people not taking on work or completing assignments.” Some of our sources were of the kind that “likes to know what the goal is,” so struggled a bit with no explicit billable requirement but highlighted that 2,000 hours a year was an informal number to aim for. Both base salary and bonus amounts are awarded on a lockstep, market-rate basis.  

“In litigation it’s easier to gauge the busier periods in advance.” 

“Sometimes you can keep to a nine-to-five and sometimes you can’t,” said a litigator. When cases get busy, “you can be billing 300-hour months, but those were actually my most exciting and the periods when I learnt and developed so much. In litigation it’s easier to gauge the busier periods in advance, so it doesn’t affect you as much.” Hours in the transactional groups were described as “pretty hot and heavy,” with “rough weeks leaning more toward the 70 to 80-hour mark, but it mostly sticks around the 50-hour point, which is manageable and means I can still hang out with friends and relax.” 

Pro Bono 

“No one has ever looked down at me for doing pro bono, and I’ve never been discouraged from doing it,” a source enthused. Associates can use their own initiative and gauge how much pro bono they can take on while meeting the demand of their other billable matters. “It’s not just a way of giving back, but a way of getting training early on. The matters are smaller and there are opportunities for leadership.” 

“...people care about the missions and seem excited to be a part of something they wouldn’t ordinarily partake in.” 

The firm’s dedicated pro bono coordinators send around emails with opportunities, “especially asylum and immigration matters for litigators,” a source noticed. General practice attorneys had also got involved with asylum cases, as well as name-change matters for transgender individuals. Other opportunities on the transactional side included “helping nonprofits with their terms of service policies, as well as lease negotiations – people care about the missions and seem excited to be a part of something they wouldn’t ordinarily partake in.” Interviewees had also worked on broader LGBTQ+ rights matters.  

Pro bono hours  

• For all attorneys across all US offices: 40,946  
• Average per US attorney: 66

Diversity, Equity & Inclusion  

Interviewees praised the firm’s efforts in securing gender representation across the offices: “Women are very well represented – I would say generally about a 50/50 split. What’s comforting to me is that there is a partner who’s a woman of color and she isn’t afraid to talk about her journey to this position and express her concerns and stories. That’s helped me to discuss my journey.”  

“...you can certainly be who you are.” 

“Every firm in the US has room for improvement with respect to the representation of minorities,” and associates felt that S&C was no different: “It’s going to take some work, and there’s a long way to go.” A source did note a feeling of inclusivity when it came to LGBTQ+ diversity and flagged that “you can certainly be who you are.” S&C’s diversity committee features senior and management figures at the firm, and there are four affinity groups: Asian Associates Network (AAN); LGBTQ+ Network; Network of Black & Latinx Lawyers (NOBLL); and the Women's Initiative Committee (WIC). The firm also received Mansfield Rule 5.0 Certification in 2022 and is taking part in the sixth iteration of the Mansfield Program, which will conclude in July 2023. 

Get Hired 

The first stage: recruitment on and off campus 

Sullivan & Cromwell interviews at roughly 25 to 30 law schools and several job fairs.  

At this stage, interviewers want to learn about candidates’ interests and what experiences they are after; how they analyze issues; and how they would work in a collaborative environment. Generally, interviewers will ask for more info on an interesting work experience, or even a hobby that is listed on a candidate's resume. Hiring partner Sergio Galvis says that “sometimes more informal conversation is a great way to learn about someone and what matters most to them.”  

Top tips for this stage: 

“Your best bet is to be yourself throughout the interview process and engage in authentic discussions about your interests – professional and otherwise. Chances are there is someone at S&C who is interested in those very same things.” – hiring partner Sergio Galvis. 

Callbacks 

S&C conducts fewer callbacks than many firms. This is, in part, to “provide a highly personalized, in-office interview experience that focuses on the interests and professional goals of each candidate.” The firm tries to pair interviewees with interviewers who practice in areas of interest to the candidate. Galvis explains that “our conversations with candidates are wide-ranging and could touch upon any number of topics. We don’t like to be too formulaic because that’s not how we operate.” The ideal scenario, Galvis reflects, occurs when “the callback process feels less like an interview and more like a meaningful conversation between people who have similar professional interests.” 

Top tips for this stage: 

“Do your best to familiarize yourself with S&C, our practice, and the work we do. It’s important to give some thought to the generalist, multi-disciplinary approach and whether this appeals to you as it is central to the way we develop lawyers at the firm.” – hiring partner, Sergio Galvis. 

Summer program 

“We’re very focused on getting our summers engaged in the work of the firm," says Galvis. "We see no reason to wait until they become regular associates.” We heard that some summers use the time to experiment and explore different practices, while others come in knowing what they want to do and can seek out that type of work. A large majority of summers return to the firm after graduation (or after a clerkship), and at that point, students can select a practice area to join. But it’s not all work and no play – the firm puts on a “robust” list of social events as well. 

Top tips for this stage: 

“I wouldn’t worry about trying to impress people and instead would focus on taking advantage of the opportunities a summer at S&C will present to you. Attend trainings, participate in practice group lunches, dive into the work, get to know your summer cohort and enjoy your time at the firm.” – hiring partner, Sergio Galvis. 

Interview with Bob Giuffra and Scott Miller, co-chairs of Sullivan & Cromwell

Chambers Associate: How would you define your firm’s current position and identity in the legal market?

Bob Giuffra: For much of our 144-year history, Sullivan & Cromwell has been one of the world’s preeminent law firms. We have navigated through two world wars, the Great Depression, the financial crisis and the pandemic because we are a culture first firm. Our culture has been critical to our success. Our strategy is simple and time-tested: we recruit the best law students, support their long-term professional development and promote them. We do not seek to handle every legal matter for every client; rather, our focus is on our clients’ most important and most challenging deals and litigations. To cite a few current matters, we are now debtor’s counsel in the FTX and SVB bankruptcies. We are also counsel for Amgen in its merger with Horizon, one of the largest pharmaceutical mergers of the year.

Scott Miller: We tend to operate in relatively fewer offices compared to many of our peers and work in the financial and commercial centers of the world. We view our lawyers and partners as punching well above their weight in terms of their market position. We are smaller, with about 900 lawyers, than some of the mega firms, so we compensate for that size through the breadth of each lawyer’s practice.

Bob Giuffra: More than 50% of our clients are headquartered outside the United States, and our international footprint is a very important part of our DNA. We have offices in Brussels, London, Paris, Frankfurt, Australia, Japan and China, as well as in New York, Washington, D.C., Los Angeles and Palo Alto, and we are proud to be known as a pioneer in the development of the international law firm.

Chambers Associate: What other core practice areas and sectors are your priorities as of this year?

Scott Miller: Technology and its development have been important, and we have really emphasized our work in that area. I think a lot of technology clients are moving up the value and sophistication chain, and that’s an important area for us given the portion of the economy that those companies represent in terms of market value. We have also spent a lot of time on developing restructuring and bankruptcy. There’s a confluence of financial institutions practices with technology; with the development of fintech and its use for financial transactions, we have developed a strong fintech practice leveraging what has been the world’s preeminent financial institutions practice—led over the last 30 years by Rodge Cohen, Michael Wiseman and Mitch Eitel.

Bob Giuffra: Our firm is roughly 40% litigation and 60% corporate work. We pride ourselves on being generalist lawyers. For example, if you are a litigator, you handle trial work, appeals, securities, white-collar, IP and antitrust. We don’t pigeonhole our lawyers into picking a specialization at an early stage. Our firm has been successful for so long because we are constantly innovating and moving into new and growing practice areas.

Chambers Associate: Are there any other developments over the past year that you would like our readers to know about?

Scott Miller: Bob mentioned the Amgen transaction earlier. This shows the growth in life sciences coming out of the pandemic and highlights the general growth in the pharmaceutical and healthcare industries. There has been a lot of work on the regulatory side. There has also been an increase in international enforcement of antitrust, both with the EU and U.S. and in the U.K. with the CMA becoming more of a force in merger clearances as well.

Bob Giuffra: Our practice is very balanced and is comprised of a mix of corporate transactions and litigations.

In the last five years, our firm has handled more than 80% of the M&A transactions valued over $2 billion. We are a leader in mid-size bank mergers and investments by U.S. branches of foreign banks. In M&A, we represented Biohaven Pharmaceuticals in an $11 billion transaction with Pfizer, AT&T in its spinoff of Warner Media, and Abiomed in its $18 billion acquisition by Johnson and Johnson.

On the litigation side, we continue to represent Volkswagen in its emissions issues. We have successfully defended Fiat Chrysler in a significant case where they were sued by General Motors. We are also focused on emerging technologies. For example, we have represented Electrify America, which is creating a leading network of electric charging stations around the United States. We were also involved in one of the largest M&A deals in Europe, where we represented Porsche SE in connection with a $10 billion investment and the Volkswagen Group’s transition to electric cars. We also successfully represented the British company Ocado in a big IP case.

Chambers Associate: Are there any domestic or international events, or trends that you have found to affect your work in the past year? Has it affected how you’ve structured what you’ve been doing in the past year?

Scott Miller: What is going on in Ukraine has affected economic activity in Europe and particularly the capital markets practice, and the weight of our work has been tilted more toward M&A given how few large capital markets transactions there have been this year. We were fortunate to work on Mobileye, a spinoff IPO from Intel, which closed last month. The other trend that was big in 2021 but less so in 2022 was the SPAC phenomenon, particularly in the U.S. but also in Europe. One of the nice things about our size and our adaptability is that our lawyers are able to pivot effectively even when there is a significant shift in activity—like the closing of the IPO market or the dearth of SPAC transactions—and handle other projects like private financings and M&A activity. These have been areas of strength for us this year, and we’re somewhat more insulated from market disruptions than I think most other firms are.

Chambers Associate: What’s the firm’s strategy and how do you expect the next few years to unfold?

Bob Giuffra: We expect that the world will continue to become more interconnected, and we have played an important role in building those connections for decades. We expect growth in intellectual property deal work. We’re focused on our international practice. We have a very strong and substantial presence in Europe.

We expect to see more demand for litigation, particularly IP, cross-border litigation and government investigations. When you have a big corporate crisis, it typically involves litigation in multiple countries, and we have a lot of experience in cross-border investigations and litigations, from the financial crisis to diesel emissions to our current restructuring work for FTX and Silicon Valley Bank.

And, of course, we expect to continue to be the preeminent firm in the financial institution space.

Chambers Associate: What’s the firm’s approach to bolstering diversity, equity and inclusion? Have you got any new initiative/s or any in the past that have worked well that you would like to flag to our readers?

Bob Giuffra: We’re committed to diversity. Nearly 50% of our eleven-person management committee comes from diverse backgrounds. Our most recently elected eight-member partner class includes three women, two of whom are BIPOC. Our Washington, D.C. and Palo Alto offices and our litigation and M&A groups are led by women.

Chambers Associate: How have you seen the role of a lawyer change over time and what skills are required for the next generation of lawyers to succeed?

Scott Miller: The expectation of clients is that you will be available 24/7 and that you will be responsive to very difficult issues on a real-time basis. This big change is something I think we’re well suited to deal with because we train our lawyers to be responsive and adaptable. In the advisory capacity, you’re often dealing with crises that require an immediate response that also poses potential legal risks. For example, you may need to quickly formulate a media response that is also protective of your client. The aim is not to over-communicate or respond too quickly before you have all the facts, and that is much more top of mind than it was previously.

Bob Giuffra: Because of technology, the pace of legal practice has sped up. One of the things we’re working toward (which was one of the lessons of the pandemic) is trying to strike the right balance between people working at home and working in the office. While we have always treated our lawyers as professionals and have never had strict rules about being in the office from 9 a.m. until 5 p.m., we do expect that our lawyers will spend a substantial amount of their time in the office working with one another, which is important for their professional development. We have invested in the best technologies in the world, which allowed us to operate seamlessly through 9/11 and Hurricane Sandy. Most importantly, we are a mentoring-first firm and believe that mentorship is critical to our long-term success.