On Insurance/Securities Company Lawyers

This will be an odd piece that some will want to skip.  My impression of lawyers has been shaped by the lawyers I came to interact with inside insurance companies.

At company A, everything was thin and entrepreneurial.  On one block of business that was clearly unprofitable, as actuaries, we thought the dividend scale should be reduced to zero.  The lawyer gave quick advice, saying that we could do so.  Later we find out it takes a board resolution to do so. Augh!

On a personal note, the in-house lawyer could be useful for personal advice, for which I was grateful.

At company B, the lawyers for the most part acted very professionally, but would hem and haw over advice.  More often than not, they would point me to the legal library.  Usually I did okay with that, but once I blew it looking over Florida’s annuity reserving regulations, where they seemingly allowed for a more lenient reserving table, only to find that the law defined the lenient table as the conservative table, without changing the name in the statute.

At company C, out of 7 lawyers, there was one really competent one, so competent that she had twins and took care of them and still got the work done.  When the competent one was recognized by the bigger lines of business, she was allocated to the biggest line of business.  The rest of the lawyers were a waste — again, I was pointed to the law library.

I needed to redraft the main set of contracts for our division.  They were over a decade old and flawed in the new environment.  We needed to be able to accommodate new products as well.  I was assigned to one lawyer whose social skills were outclassed by a clam.  I asked for help in drafting the contract.  He told me to do it myself.  I did it, and asked for a critique of what I had done.  I waited, and waited.  We needed to get this filed with the states.  I asked for a deadline, and I showed up on deadline day — he just told me it was fine.

I filed it with the states, and 47 of 49 accepted it — I knew New York would not approve.  But state approval is one thing… getting agreements to hold up in court is another.

In another incident, they deemed a derivative deal legal where there was no economic purpose to the deal… it just altered accounting and taxes.  In that situation, I was the only person in the room that understood all of the aspects of the deal, but made it known to all involved that I thought it was dishonest.  Five months later, FASB’s EITF validated that opinion, and the practice was ended.

At company D, the legal department was a lapdog to the management, but we drove a bill through the state legislature to modernize the state’s life insurance investment code.  Fifty years of improvement in one whack is something, especially when it is tweaked so serve the public interest.

During the dissolution, where our division was being sold off by the parent company, the head lawyer began talking to my employees on behalf of the acquirer.  I intervened, calling him, saying, “Why are you carrying water for E company?”  He blinked, and stopped.

At E, F, and G companies, I found securities company lawyers to be different.  They were much more concerned with compliance.  The lawyers at company F (Hovde) were particularly competent and businesslike, the others less so.

Hovde had a culture where inside information was not tolerated.  It happened to me twice, and I talked to the lawyers, and we refrained from trading in the names, which I heartily approved of.

My sense is that most of the company lawyers I dealt with were hacks, aside from the few entrepreneurial companies that I worked with, where they went the extra mile and then some.

But after all this, I know that my experience is limited.  Things could be very different for others than for me.