draft building for tomorrow legal organization kick-off meeting november 7 th 2013

DRAFT

Building For TomorrowLegal Organization Kick-Off Meeting

November 7th 2013

http://www.google.com/url?sa=i&source=images&cd=&cad=rja&docid=zRcK21-dhc8cnM&tbnid=ueB6ZNVLRXZSuM:&ved=0CAgQjRwwAA&url=http://commons.wikimedia.org/wiki/File:Sony_pictures_logo.png&ei=4lNDUqWGO4fXigL-o4GQBg&psig=AFQjCNHHMz04xDcvvN21J_WHcNPIumY0zw&ust=1380230499020013

2LAN 131107 - SPE - Function ... gal v4

Objectives

•Answer your questions regarding the Building for Tomorrow project

•Discuss the legal function- Functional responsibilities- Identified pain points- Potential opportunities

•Discuss cross-functional opportunities

•Align on next steps


Legal Organization – Org chart

QUESTIONS

• What are the responsibilities of each organization within legal?

• How long has this structure been in place?

• Which groups have grown vs. shrunk over time?

ORGANIZATIONAL CHART

Leah Weil

Senior EVP & General Counsel

Headcount: 237

Gregory Boone

EVPLegal Affairs - SPT

Headcount: 12

Shelly Bunge

EVP, Music Bus. Affairs & Admin.

Headcount: 34

John FukunagaEVP, Deputy

General Counsel

Headcount: 52

Pauline MatarazzoExecutive Dir.,

Legal Operations

Headcount: 7

Leonard Venger

EVP Litigation

Headcount: 14

Aimee Wolfson

EVP, Intellectual Property - Legal

Headcount: 40

Keith Weaver

EVPWW Gov’t Aff.

Headcount: 6

Barbara Benson

Administrative Assistant IV

Headcount: 1

Cynthia Salmen

SVPCompliance

Headcount: 5

Helayne Antler

SVP Legal

Headcount: 4

Jared Jussim

EVPLegal

Headcount: 1

David Steinberg

EVP Legal Affairs

Headcount: 53

Mary Burke

EVPLegal Affairs

Headcount: 7

*Jared Jussim is not included as a direct report of Leah Weil within Workday database


Legal Organization – Headcount Overview

0

20

40

60

80

100%

Motion Picture,

Acquisitions & SPDP Legal

Admin

Assistant

Paralegal

Sr. Paralegal

Coordinator

Administrator

Sr. Administrator

Manager

Counsel

Sr. Counsel

Asst. General Counsel

Director

VP

SVP

EVP

53

Corporate Legal

Admin

Paralegal

Administrator

Asst. Manager

Manager

Counsel

Intermediate Counsel

Sr. Counsel

Asst. General Counsel

Director

Exec. Dir

VP

SVP

EVP

51

Intellectual Prop &

Clearance

Admin

Paralegal

Researcher

Coordinator

Sr. Coordinator

Administrator

Analyst

Sr. Analyst

Specialist

Manager

Asst. Director

Director

Exec. Dir

VP

SVP

EVP

40

Litigat

ion

Admin

Paralegal

Coordinator

Sr.

Coordinator

Director

Exec.

Dir

VP

SVP

EVP

13

TV Leg

al

Admin

Sr.

Coordinator

Counsel

Sr.

Counsel

Asst.

General

Counsel

VP

SVP

EVP

12

Empl. L

egal

Adm

in

Adm

inis

trato

r

Ass

t. G

en

era

l C

ou

nse

l

VP

EVP

6

Labo

r Relat

ions

Sr. C

oo

rdin

ato

r

Ass

t. G

enera

l Cou

nsel

Dir

ect

or

SVP

4

Mus

ic Affai

rs

Lega

l

Admin

Paralegal

Coordinator

Intermediate Coordinator

Sr. Coordinator

Analyst

Sr. Analyst

Counsel

Director

Exec. Dir

VP

SVP

EVP

33

Gover

. Affai

rs

Sr. C

oord

inat

or

Analyst

Exe

c. D

ir

VP

EVP

6

Complianc

e

Co

ord

inato

r

Ass

t. G

enera

l Cou

nsel

Dir

ect

or

VP

SVP

5

Ops &

Leg

al Fi

les

Cle

rk

Superv

isor

Co

ord

inato

rM

an

ag

er

Exec. Dir

7

Gener

al C

ouns

el

Adm

inSr. E

VP

2

Legal Department Headcount (2013)

Total = 232

Source: Workday Data Legal Department

PRELIMINARY

D. Steinberg J. Fukunaga A. WolfsonL. V

enge

r

G. Boo

ne

M. B

urke

H. Ant

ler

S. B

unge

K. W

eave

r

C. Salm

en

P. Mat

araz

zo

L. W

eil


MPG, Acq. &SPDP Legal

LitigationLabor

Relations

Intellectual Prop& Clearance

GovernmentAffairs

EmploymentLegal

CorporateLegal

Ops &Legal Files

Music AffairsLegal

Compliance

TV Legal

Legal Organization – Spans & Layers Overview

PRELIMINARYNumber of supervised employees

No supervised employees

≤ 4 employees

≤ 8 employees

> 8 employees


Legal Organization – Spans & Layers Table

Layers

Average spans per sub-division 1 2 3 4 5 6

Total average per sub-div.

Overall Legal 12.0 7.1 2.9 1.9 1.2 1.0 3.2

General Counsel 12.0 - - - - - 12.0

MPG, Acq. & SPDP Legal - 24.0 2.2 1.5 - - 3.5

Corporate Legal - 11.0 4.0 3.0 1.0 - 3.6

Intellectual Prop & Clearance - 4.0 5.0 1.7 1.3 1.0 2.3

Litigation - 7.0 2.5 - - - 4.0

Television Legal - 8.0 1.0 - - - 2.8

Employment Legal - 3.0 2.0 - - - 2.5

Labor Relations - 3.0 - - - - 3.0

Music Affairs Legal - 8.0 3.7 1.0 - - 3.6

Ops & Legal Files - 2.0 2.0 2.0 - - 2.0

Government Affairs - 5.0 - - - - 5.0

Compliance - 3.0 1.0 - - - 2.0

Source: Workday Data

PRELIMINARY

Average span ≤ 4Average span <8Average span >8


What are the top opportunities you see in your department for improving effectiveness & efficiency?

Organizational Shape

Scope of activities

Effective Decision Making

Business Processes

Outsourcing / shared services

Automation

• How could we modify reporting lines or management layers in order to execute more efficiently?

• Among services currently delivered, what are the “nice to have” vs. the “must have”?

• Is the process of making decisions clear and effective, especially for key decisions?

• Are current business processes effectively designed to answer today’s organizational challenges?

• Are existing shared services efficiently used?

• Would it be possible to outsource functions?

• Is there room for additional automation of the services that are produced and delivered?


Legal – potential opportunities

PRELIMINARY

• How do the service levels of the Legal organization compare across different client groups?

• Are there current services provided that could be self-service?

• Are there functions performed by Legal that should not be, or functions performed by other organizations that should be in Legal?

Scope of activities

Outsourcing / shared

services

• What is the mix of in-house vs. external Legal work?

• Could a greater degree of the legal responsibilities be provided by a shared/centralized service?- Which services / activities can be considered?

• Would it be possible to outsource more functions?

• Do you think some of the outsourced work could be shifted to lower cost firms?

• What are the current initiatives you’ve taken to improve efficiency?

• Cross-functional opportunities: - Looking beyond your department, where do you see the biggest

opportunities?- Are there any cross-functional opportunities?

Other opportunities


Legal – other questions

PRELIMINARY

• How do you measure the performance of your organization? What is in your score card, benchmarks,…?

• What are the annual employee engagement survey results for Legal?

• Is there any other relevant material / diagnostic data you can share with us? (e.g. process mapping, …)

Legal organization performance

Legal organization service levels

• What are your coverage models?

• Which demands are served by attorneys vs. non-attorneys?

• Which functions are outsourced?- Which providers are used for these services?- What are the service levels of these providers?


• Function team working sessions: benchmarking, opportunities sizing

• Refine opportunity sizing

• Pre-wire meetings set-up with SteerCo members

• Pre-wire SteerCo members

• Planning for priority functions after SteerCo1

• Function team kick-off

• Initial function team working sessions: preliminary opportunities

• Management interviews

• Launch of internal risk survey

• Outside-in org analysis (e.g. spans & layers)

• Identification of key stakeholders to interview

Next steps – Path to SteerCo #1

WEEK 111/4

WEEK 211/11

WEEK 311/18

WEEK 411/25

WEEK 512/2

Key a

ctiv

itie

sD

eliv

era

ble

s

• Management interviews continued

• Function team working sessions: org structure

• Size current org vs benchmarks (SAP, other,…)

• Initial opportunity sizing

• Function team working session: SteerCo1 pre-wire

• Management interviews

• Synthesize risk survey output

• Emerging org opportunities by function

• Initial view on spans & layers opportunities

• SAP/other benchmarking data summary

• Interview themes

• Refined org opportunities by function

• SC1deck structure

• Refined org opportunities by function

• Initial view of post SC1 function prioritization

• ~80% SteerCo1 deck achieved

• RD survey themes

• Completed SteerCo1 draft

Function leader-led

Joint activities (Bain & function leader)

Bain-led

Legend

Bain & function leader working sessions (~1h+)


Appendix


Reminder - Proposed roles and responsibilities

BAIN ROLEFUNCTION LEADER ROLE

• Co-develop potential opportunities with function leader

• Manage the overall workplan to meet project objectives

• Prepare materials for working sessions and SteerCo presentations

• Conduct analysis to support function team working sessions

• Ensure consistency and coordination across the different functions

• Participate in functional working sessions (1-2 per week)- Help identify opportunities,

magnitude, timing, and risks- Challenge analytical output- Provide necessary context- Give broader perspective on cross-

functional opportunities

• Lead formal presentations (Steering Committees), with Bain support

• facilitate meetings with other function stakeholders as necessary

We will adjust individually according to your preferences


Legal Organization - Summary

Composition

• Led by: Leah Weil, General Counsel

• Total HC: 237- Excludes Business Affairs (16)

• Average people cost per HC: $176K

Departments / sub functions

• Support contracts- Legal Affairs- Music Business Affairs

• Ensure rights protection- Intellectual Property- Litigation

• Comply with regulation- Government Affairs- Compliance

Activities description

• Intellectual property- Trademarks and patents: Prepare, clear, maintain, renew, and protect intellectual

property controlled by SPE- External use: Inform negotiations and review agreements for SPE intellectual

property to be used by other parties

• Contracts- Legal affairs: Advise negotiations and draft, standardize, and review all legal

contracts entered by SPE, incl. Music Business Affairs

• Litigation- Litigation: Prepare, research, strategize, and execute all legal cases involving

SPE, including commercial, environmental, and labor and employment law

• Risk management- Regulation and compliance: Interpret, communicate, and implement all regulatory

and compliance matters relevant for SPE, e.g., tax, government regulations, etc., incl. Government Affairs department

• Acquisitions- Opportunity analysis: Oversee and advise on all negotiation, diligence, documents,

and transactional matters related to potential acquisitions

Benchmarks

• Legal headcount in companies with 5k to 59k total headcount - Sony: 237 / benchmark: 41

Job Titles

• General counsel

• Associate

• Litigator

• Legal analyst

• Compliance / risk officer


Legal Organization – Headcount and cost overview

PRELIMINARYPRELIMINARY

0

20

40

60

80

100%

FTEs

Motion Picture,

Acquisitions & SPDP Legal

Corporate Legal

Intellectual Prop &

Clearance

Other Legal**

Music Affairs Legal

230 FTEs*

Total Cost

$42M*

Legal organization headcount and cost by sub-function

Government

Affairs

Compliance

Ops & Legal Files

$195K

$176K

$244K

$242K

$76K

$193K

$111K

$231K

Average

Compensation

*General counsel and admin (2 FTEs) are excluded from the analysis because of low N**Litigation, Employment Legal, Television Legal, Labor Relation divisions are included in other legalSource: Workday Data

draft building for tomorrow legal organization kick-off meeting november 7 th 2013

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