Dude, We're Going on a Wild Ride
By Cristina Smith
Texas Lawyer
12-16-2002
law.com
If you bought a computer in the past three months, chances are it was a Dell. According to a recent study touted by the Round Rock, Texas-based company, more people bought Dell computers than any other brand during the company's last quarter. The $33 billion company employs 38,200 people worldwide. Dell Computer Corp., which began in 1984, sells PCs, servers and other technology products and services directly to the consumer -- a business model that broke the mold in the industry and made the company one of the most successful computer makers in the world. Chairman and Chief Executive Officer Michael Dell and General Counsel Thomas Green recently shared with Texas Lawyer Associate Editor Cristina Smith their thoughts on how the company has grown and how they work together to face the challenges ahead.
Texas Lawyer: What did you look for when hiring a general counsel?
Michael Dell, chairman and CEO, Dell Computer Corp.: When we hired Tom in 1994, our company and legal team were much smaller, and Tom's predecessor had decided to retire. But Dell was growing rapidly, and we knew the size and capabilities of our entire company would have to expand significantly. Impeccable integrity, excellent legal knowledge and proven ability to build and run a corporate legal department were critical, but weren't enough. Our culture is very fast-paced and constructively direct. The general counsel has to work well with the legal team and with other executives to determine what's important, and to help make sure we do things right in all ways the first time.
TL: What characteristics were most important?
Dell: Integrity and judgment. The choice between right and wrong is obvious, but it doesn't always lead you completely to the final answer. Legal issues aren't always so simple. We need the general counsel to bring experience, including understanding of the law, and common sense to an issue. Legal advice without good judgment is inadequate.
TL: What did you do prior to joining Dell, and how was this experience helpful?
Thomas Green, general counsel, Dell Computer Corp.: Before Dell, I'd never stayed in any job longer than two years. They called me "Two-Year" Tom when I got here. I'd clerked for a federal circuit court judge and for [U.S. Supreme Court] Chief Justice [Warren] Burger. I also had been a litigator and a partner in two firms, and was general counsel for two large companies. I enjoyed all of these experiences, and they were very helpful professionally. However, I can't think of anything that could have fully prepared me for being general counsel at Dell for the past eight years. It's been a wild ride and an exceptionally rewarding one on a variety of levels.
TL: What in particular made moving in-house an attractive choice for you?
Green: I was very young when I took my first in-house job, as general counsel at Trammel Crow Co. in Dallas, in 1987. I remember reading at the time about Ben Heineman leaving a prestigious Wall Street firm to become general counsel at GE. That validated the idea that moving in-house was an appropriate career step, at least for me, that the in-house practice was truly where the action was moving to. I think I made the right move.
TL: What kinds of issues have you had to handle?
Green: The shorter list is of what my team's not been involved in. Building the legal department at Dell has exposed me to virtually every aspect of law, from intellectual property issues to complex securities matters.
TL: What role does the GC play in key business decisions?
Dell: Tom is a trusted adviser and a member of our operating committee and our global executive management committee. He attends all meetings of senior management. Kevin Rollins, our president and chief operating officer, and I talk with him all the time. He's involved in every important decision we make at Dell, and his opinions aren't limited to those regarding the law.
TL: How large a legal staff does the company have?
Dell: We have about 70 lawyers around the world. Many of them are part of the management teams in different parts of the business, like Tom is at the senior level.
ONLY THE BEST
TL: What is your weekly interaction with the legal department, on average?
Dell: When we're both in Austin, I see Tom every day. When one or both of us is traveling, we correspond on e-mail almost daily, on a variety of topics.
TL: How do you attract and motivate your legal staff?
Dell: That's really the job of Tom and his senior team. We believe Dell is an exciting and compelling place to work. I think we have an exceptional legal team that is an integral part of a high-performing company. If I were a lawyer working in corporate, or who wanted to, I can't imagine a better place to be.
TL: How many attorneys do you supervise, and what is the level of your interaction?
Green: I meet twice a month with the seven vice presidents who report directly to me. We have a global attorney conference call once every quarter. I also have one-on-one meetings with all of the lawyers as frequently as possible.
TL: What has been the company's greatest legal challenge in the past two years?
Dell: We've always insisted on doing business with a high level of ethics and integrity. Legal has been critical to refining and maintaining those standards as we grow and expand into new products and geographic markets. There is no trade-off; we have to do both. Tom and his team consistently meet that challenge.
TL: What is the best thing about your job?
Green: No doubt, the people I work with. The legal team at Dell is simply the finest group of lawyers and support staff I've ever been part of.
TL: What are your short-term and long-term goals with regard to your legal department?
Green: Both short- and long-term, we want to cultivate an environment that attracts the very best attorneys, then encourage them to stay at Dell for a long time. To date, I think we've been very successful. In an industry and a company that are fast-moving and dynamic, our legal team has been remarkably stable and reliable. |
