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Washington Lawyer

Legal Spectator: Speaking of Committees

From Washington Lawyer, March 2011

By Jacob A. Stein

Many, many, many years ago I found myself on a committee connected with the U.S. Court of Appeals. The committee members, except for me, had impressive backgrounds and years of experience in appellate and Supreme Court practice. At my first meeting, as I looked around, I decided I would say nothing. I wrote on my yellow notepad, in bold letters, SAY NOTHING!!

Hugh B. Cox was chair. Mr. Cox was a Rhodes Scholar, a member of the Antitrust Division of the U.S. Department of Justice, an agent on special assignment during World War II in London to work on economic intelligence activities, and also U.S. assistant solicitor general.

Mr. Cox was described by Supreme Court Justice John Marshall Harlan as the perfect advocate.

When Mr. Cox completed his government service, he joined Covington & Burling where he represented railroads, banking interests, and other matters of consequence.

At one of the meetings, Mr. Cox announced that the Clerk of the Court requested the committee to recommend what was to be done with a lawyer who was a member of the court, but who had repeatedly failed to file his client’s brief. Several notices to this person were returned “Not Found.”

I knew the person. Let’s call him Joe Wells. He was one of the colorful criminal lawyers of the 5th Street criminal bar. He had an office at 5th and E Streets until he suffered a head injury in an automobile accident.

Thereafter, he had no real law office. His friends offered him space in the old Columbian Building on 5th Street.

I looked at the words on my yellow pad, SAY NOTHING!! Nevertheless, I violated my resolution. I hesitantly said to Mr. Cox and the committee that I thought I could get in touch with Mr. Wells. Mr. Cox, in a congratulatory tone, requested that I speak to Mr. Wells and report back to the committee at the next meeting.

The following week I saw Joe Wells in front of the Columbian Building. We spoke, as we often did, about various lawyers, bondsmen, judges, the usual chatter.

Then I told him about the Court of Appeals matter. He said he knew he missed several deadlines. He didn’t know what to do about it. I asked if he wished to remain a member of the Court. He said no, he would like to resign but not be expelled. I said I would try to help. He then took an envelope from his frayed upper coat pocket and wrote on the back: “Dear Sir Committee, I resign.” He signed his name, dated it, and handed it to me.

At the next committee meeting, Mr. Cox asked for my report. I said I met with Joe Wells. I read to the committee the words on the back of the envelope. I handed the envelope to Mr. Cox. He looked at it, both sides, and marked it as Committee Exhibit No. 1. He thanked me for my help.

He then asked the committee for guidance. There was no response. Mr. Cox turned to me and asked for guidance. I suggested we file Exhibit 1 with the Clerk of the Court. Mr. Cox said that was a good idea. He said that completed the assignment.

Mr. Cox opened each committee meeting by giving the adjournment time. He liked to close the meetings on time. If there was a discussion near the adjournment time, he converted the discussion into a subcommittee.

He rarely gave his own opinion concerning the matters under discussion. He did not use words such as never and absolutely, words that I later learned cause trouble. A board member may interpret such a word as something personal. The committee worked by consensus.

Mr. Cox never (there I go) said: “Does anyone else have anything more to say?” I learned on other committees there is always someone who has something else to say.

Let me speak of another committee, the committee of most importance to lawyers, the compensation committee, the committee that determines the partners’ compensation and bonuses. It usually consists of five partners, more or less. The typical partnership agreement states how the committee is formed and what is to be considered in making its decisions. These include billings, organizations, and prior years’ income. Experience teaches that the more factors to be considered, the more disputes arise.

The now forgotten New York law firm of Shea & Gould had a unique compensation committee. When a member of the firm asked Bill Shea how many people were on the firm’s compensation committee, Bill answered, “Only one, me and Milton Gould.” This was a committee of one which held its meetings in the firm’s limousine on the way to work in the morning. Occasionally, the driver would make a few comments.

The partners of the firm were required to sign an agreement stating that Shea and Gould, in their sole, joint, irreversible discretion, were vested in distributing the net income of the partners. Forgotson v. Shea, et al., 491 A.2d 523 (1985).

William A. Shea (1907–1991) was a Georgetown Law School graduate who, after graduation, practiced law in New York City. He had friends in high places, powerful friends who trusted him. The Mets baseball stadium was named after him as an honor for his work in bringing it into existence.

Milton S. Gould (1909–1999), after studying at Cornell Law School, worked in various New York law firms and established a reputation as a leading trial lawyer. He and Shea had met in high school. They formed the Shea & Gould law firm in 1964. It became one of the leading New York firms. The gossip was that if Shea could not negotiate the clients’ problems, Gould would litigate them in court.

Jacob A. Stein has written a new book, Eulogy of Lawyers. Reach the publisher at [email protected].