How Expertise Is Altering the Shopper Expertise


On this interview from Company Counsel Enterprise Journal, Andre G. Bouchard, who lately retired from his place as Chancellor of the Delaware Courtroom of Chancery, talks about his years in personal apply in Delaware, his work on the court docket, and his new function at Paul Weiss.

CCBJ: You latterly retired out of your place as Chancellor of the Delaware Courtroom of Chancery, and also you’ve have had a really esteemed profession. May you inform us a bit about your background, together with something you’d prefer to say about that earlier function with the Courtroom of Chancery?

Andre G. Bouchard: My skilled profession has basically been 35 years in size, and for the primary 28 years, I used to be in personal apply in Delaware, which is the place I grew up. After faculty and regulation college, I returned to Delaware to start my apply, and I’ve been right here ever since. Earlier than becoming a member of the bench, I had a litigation boutique for about 18 years, which I began with Stephen Lamb, who went on to turn into a Vice Chancellor on the Delaware Courtroom of Chancery a few yr after we organized our apply. I remained with the agency because the managing accomplice for the subsequent 17 years.

What’s notable about my expertise over that point is that we dealt with each the protection facet, which was the mainstay of the apply, particularly in the beginning, in addition to the plaintiff facet. That have was very advantageous to me by way of understanding the dynamics which are related to each side of a litigation. Our work targeting company regulation litigation, together with stockholder class and by-product actions, partnership disputes, different entity disputes, and all the assorted statutory proceedings you possibly can deliver earlier than the Courtroom of Chancery—Part 220 for books and data, development points, the entire gamut.

In Could of 2014, I used to be named Chancellor of the Delaware Courtroom of Chancery, a place I held for seven years. I consider my expertise on each the plaintiff facet and the protection facet gave me a perspective that served me effectively throughout my tenure. Principally, it made me delicate to the totally different ways and motivations which are related to how defendants and plaintiffs conduct themselves within the form of litigations the court docket sees. The first obligation of the Chancellor is to be a coequal member of the court docket, and to handle a full docket that’s predominantly break up between company regulation issues and industrial issues. The excellence there may be that company regulation is usually both statutory or primarily based on fiduciary obligation, and industrial regulation is extra contractually pushed.

Aside from dealing with a docket, the Chancellor can also be answerable for the entire administrative features of the court docket. Meaning overseeing its inside operations, from personnel issues to establishing insurance policies and procedures – you title it, whether it is administrative, it actually falls on the Chancellor’s desk.

What introduced you to Paul, Weiss?

I retired from the Courtroom of Chancery earlier this yr, in Could, and the very first thing I needed to do was take a while to reset, take inventory of issues, and take into consideration what my objectives and goals have been for the subsequent section of my profession. Working by means of that course of led me to Paul, Weiss, which appealed to me due to its tradition and it’s the form of agency that will get retained by a world-class consumer base for probably the most complicated authorized and enterprise challenges, together with most of the most important issues that you’d see in Delaware. For my part, there isn’t every other nationwide agency with a greater mixture of trial firepower, a deep bench, and expertise dealing with probably the most difficult questions of enterprise regulation that seem earlier than the Courtroom of Chancery.

I’m very excited to be at Paul, Weiss. Past it being considered one of better of the very best so far as regulation corporations are involved, I love most of the individuals there – individuals who I had come to know throughout my tenure on the Courtroom of Chancery and are actually my colleagues. I’m very enthusiastic about having the ability to work with them professionally, together with my former accomplice and longtime buddy Stephen Lamb, whom I discussed earlier. He has been at Paul, Weiss for greater than a decade. That’s it in a nutshell. I feel this place is simply fabulous, and it’s a very thrilling place for me to be throughout this subsequent chapter of my profession.

What are the advantages of litigating and training regulation in Delaware?

The Courtroom of Chancery is a really distinctive court docket. Among the many many nice advantages is the truth that now we have individuals who delight themselves on going the additional mile for litigants. It’s a really client-service oriented court docket. It’s a nonjury court docket, which implies nice duty falls on the judges, which is one thing that they take very critically, as a result of the judges don’t solely determine problems with regulation however are additionally the triers of truth in the entire instances. One other nice profit is the
subject material, which is of nationwide and even worldwide curiosity – specifically company governance and the appliance of company regulation ideas. The court docket has a historical past of precedent that extends again greater than 100 years, and there’s a longstanding dedication to refining precedents.

The court docket has an important status for doing a wonderful job of turning instances round in a well timed vogue, being at all times ready, giving very cautious consideration to its reasoning in written selections. And the bar, the state, and the opposite people who find themselves gamers on this space in Delaware basically all do an important job of bettering our statutes and preserving them updated by way of current developments and developments. Delaware is simply a wonderful setting during which to litigate instances. Businesspeople like predictability, and the Delaware Courtroom of Chancery provides them most predictability by doing issues in a really cautious and regarded means, and by placing within the laborious work to attain that end result.

What are you hoping to perform with this new endeavor?

Have enjoyable. I wish to take pleasure in myself, and a important a part of having fun with myself entails working with colleagues who’re enjoyable to work with and to apply with. To date so good in that division.

Extra particularly, I’m excited in regards to the sorts of issues I’ll be engaged on. I anticipate taking an advisory function in regard to the issues I’ve developed some experience in over the past 35 years. To place slightly extra of a degree on that, I anticipate to be advising executives, boards of administrators, particular committees, impartial committees, and different such constituencies on fiduciary obligation points and different elements of Delaware company regulation and company governance. I additionally anticipate advising corporations and their boards on methods for navigating shareholder class and by-product actions, in addition to different kinds of proceedings that continuously happen within the Courtroom of Chancery pertaining to problems with Delaware regulation.

What are your hopes for the subsequent era of authorized executives?

The 2 issues that come to thoughts are, first, that they pay heed to the teachings of the Delaware courts and are knowledgeable by the training that comes from its selections, by way of how they conduct themselves as executives. Second, that they embrace, in a thought of means, the incorporation of environmental, social and governance (ESG) practices of their companies, in order that there’s actual consideration to this set of social priorities which are being elevated within the present dialogue in regards to the goal of a company. It’s a really well timed subject, however really ESG is one thing that’s been the topic of dialog, in my reminiscence, in company regulation circles for no less than 20 or 30 years. Now could be actually the time to make a distinction, and to have extra planning that considers different stakeholders as a part of the basic DNA of a modern-day company when making selections regarding what’s within the long-term pursuits of the company and its stockholders.

What else are you able to share with our readers?

Going again to your query about the advantages of training in Delaware, one thing else I wish to point out is that I took nice delight in how the Courtroom of Chancery responded to the pandemic. It didn’t skip a beat, and litigants didn’t face any significant backlog of instances. There are a couple of causes for that. Primary, which I discussed earlier, is that juries should not concerned in adjudication of instances within the Courtroom of Chancery, which supplies the court docket the power to get issues performed extra effectively. Two, the truth that we have been fairly technologically savvy to start with meant that we might simply embrace the expertise to transition into distant hearings. And three, frankly, each member of the Courtroom of Chancery, each after I was there and right now, has an absolute dedication to working extraordinarily laborious to get selections out in a well timed means. Finally, that may be a testomony to their love of the job.


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