JASON REED
Finally, the U.S. government is going to pass an employment act - for lawyers.
That's the joke going around some circles in New York and Washington as the biggest increase in financial regulation since the Great Depression inches closer to becoming law.
The Senate could deliver final approval to the sweeping reform package as early as Thursday and President Barack Obama is expected to sign it without much delay.
At 2,300 pages, the finance bill is massive, complex, and riddled with areas that beg for further interpretation. In hundreds of places, it requires regulators to fashion rules which have yet to be written.
Making sense of the new way of doing business is going to keep lawyers very, very busy for months, and likely years, to come. The reform bill is "bad for the banking industry, but it should be very good for banking lawyers," said Sanford Brown, a partner at Bracewell & Giuliani who has worked on financial issues for the last two decades.
Much of the work springs from the sheer scope of the legislation, which touches nearly every player in the financial world: banks, brokers, insurers, hedge funds, private equity shops, credit-card companies, publicly traded firms, and beyond.
What's more, the passage of the legislation is just the first stage of a long race. In coming months, regulators will pump out a flood of rules to turn the broad principles contained in the law into concrete guidelines - a process which will involve a small army of lawyers within banks, at law firms, and inside the government. How effective those rules are - and how well they're enforced - will be critical to preventing another financial crisis.
"In spite of all the rush around the legislation, this is in fact going to unfold over the next two to three years," said John Douglas, a partner at Davis Polk & Wardwell in New York and a former regulator. "I think we'll be busy for a long time."
With any piece of complicated legislation, lawyers find their skills in high demand as companies and individuals grapple with what it actually means. But in terms of size and complexity, some lawyers say they haven't seen anything like the Dodd-Frank bill, as it is known, in their lifetimes.
"Firms are notorious for following areas where there's uncertainty in the law and a lot of money involved," said Dan Binstock, who heads the Washington, D.C., office of BCG Attorney Search, a legal recruiting firm. There are a host of lawyers who are "salivating at how this could affect their practices."
Recent less-ambitious efforts to tinker with the banking system - for example, after the savings-and-loan failures of the 1980s - still provided plenty of work for lawyers. Mr. Brown recalls that the year after Congress passed a banking bill in 1989, he recorded 3,000 hours of client work (the equivalent of 10 hours a day, six days a week, for an entire year, solely on billable activities).
Now law firms are gearing up for another surge of business. Clients are receiving a flurry of memos summarizing the finance bill, part of an effort to position firms as experts on the legislation. As soon as the bill is passed, one prominent firm will roll out an online tool that allows subscribers to search the voluminous text, track developing regulations, and compile key deadlines.
Then there's the poaching. If firms don't already have senior lawyers well-versed in the intricacies of financial regulation, then they're looking to hire them. A partner with long experience in the field described rebuffing several offers to jump ship as other firms look to bulk up their practices.
One potentially fruitful source of expertise is the government itself. Last week, New York's Shearman & Sterling announced that it had hired a veteran banking regulator with more than two decades of experience. Most recently, he had been working with the Treasury Department, helping to draft the bill that is now just days from becoming law.
Once the law is passed, government agencies will start cranking out new regulations. By one recent count, there are 355 instances in the bill where regulators need to write specific new rules (by comparison, the act aimed at tightening accounting standards and corporate governance passed in the wake of the Enron scandal contained only 16).
Some new regulations will come quickly, rolling out within weeks of the bill's passage, while others will take months. At each stage, whether regulators are seeking input from the industry or companies are trying to implement new rules, lawyers will be required.
"I find it, frankly, a fascinating time," said David Huntington, a partner at Paul, Weiss, Rifkind, Wharton & Garrison in New York. When it comes to unpacking a novel measure such as the Volcker rule, which will prohibit banks from making bets with their own money, "a junior associate can have the same grasp as the senior banking partner."
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A mountain of rules, a surge for lawyers |
355
Number of new rules U.S. regulators will have to write once the financial reform bill is passed.
47
Number of studies to be conducted.
74
Number of reports to Congress.
Source: U.S. Chamber of Commerce