Vinson & Elkins L.L.P.

views updated

Vinson & Elkins L.L.P.

2300 First City Tower, 1001 Fannin
Houston, Texas 77002-6760
U.S.A.
(713) 758-2222
Fax: (713) 758-2346
Web site: http://www.velaw.com

Partnership
Founded: 1917
Employees: 1,837
Sales: $255 million (1997)
NAIC: 54111 Offices of Lawyers

One of the world’s major law firms, Vinson & Elkins L.L.P. (V&E) employs over 600 attorneys at its headquarters in Houston and branch offices in Austin, Dallas, London, New York, Singapore, Beijing, Moscow, and Washington, D.C. Although it offers expertise in most legal specialties, V&E historically and in the 1990s continues to be famous for its oil and energy practice. Petroleum Economist in June 1999 ranked it as the top law firm for knowledge of U.S. law and best overall service to the energy sector. Other sources rank Vinson & Elkins as one of the major law firms in corporate finance, mergers and acquisitions, and equity offerings. The firm serves a diverse group of over 3,000 clients, ranging from all sizes of companies to states, foreign nations, cities, and individuals.

The Partnership’s Early Years

William A. Vinson was born in 1874 in North Carolina to devout Presbyterian parents. In 1887 the Vinsons moved to the small town of Sherman, Texas, where William graduated from Austin College in 1896. He studied the law as an apprentice to a local judge and soon began practicing law in his home town. In 1909 he moved to rapidly growing Houston, where he practiced in different partnerships before teaming up with James A. Elkins.

Elkins was born in Huntsville, Texas, in 1879. His family lived next to James Baker, who moved to Houston to found the law firm Baker & Botts. After graduating from high school, Elkins was tempted to play professional baseball but chose the law instead. He earned an undergraduate degree in law in Austin, then returned to Huntsville to practice. Between 1907 and 1910 he maintained law practices in Huntsville and Houston. In 1917 he moved his young family to Houston to form the partnership Vinson & Elkins.

In 1917 Jesse H. Jones, president of Houston’s National Bank of Commerce, asked V&E to become the bank’s general attorneys, thus loosening the close ties the bank previously had with Baker & Botts, Houston’s largest law firm at the time.

Another early client of the new firm was Prairie Oil & Gas Company, a Standard Oil subsidiary that retained the firm so it could do business in Texas. Years later Vinson & Elkins helped Prairie, through several mergers, become Magnolia Petroleum Corporation.

The completion of Texaco’s huge building in 1915 was just one sign of Houston’s growing oil industry. Although Vinson & Elkins received some work from such giant oil firms, in reality they usually represented mostly small independent oil companies, taking a risk that their clients would eventually prosper. In a chaotic legal climate where land, oil, and natural gas claims were often quite confusing and agreements were scribbled on paper scraps or just done by word of mouth, the law firm beginning in the 1920s kept many of its lawyers busy researching land titles as the Texas oil industry boomed.

In 1924 Elkins and Vinson, along with other V&E partners and some friends, invested their money to start the Guaranty Trust Bank, which after two other name changes became the First City National Bank in 1956. Following the example of Baker & Botts that in the late 1800s helped establish a bank, V&E and Guaranty Trust maintained reciprocal positive relations. V&E provided legal services to Guaranty, while the two firms referred clients to each other. Judge Elkins in the 1920s and 1930s bought shares in several other banks and became one of the state’s prominent bankers. V&E attorneys often became board members of those banks and thus the law firm gained more influence and clients. Elkins helped start the Texas Bankers Association.

Lawyering During the Great Depression and World War II

New Deal legislation resulted in numerous new federal rules and regulations and agencies to enforce them. Thus Vinson & Elkins faced new challenges helping their clients adjust to the new legal atmosphere. Elkins himself made numerous trips to Washington, D.C., on behalf of the firm’s clients.

At first Elkins favored increased federal involvement because of the economic crisis, but by the middle of the 1930s he warned corporate clients of the increased power of unions backed by Communists and the New Deal. “Elkins’s common position... was that the New Deal was a radical, anti-capitalist, centralizing force from the left, one inspired by Moscow and spearheaded by labor unions sanctioned by the federal government,” said author Harold Hyman.

Elkins, the undisputed head of the law firm, was just one of many lawyers who opposed much of the New Deal. Many corporate attorneys, for example, fought the new Securities and Exchange Commission (SEC) that required public corporations to file annual disclosure statements about their finances and other activities.

Like many other law firms, Vinson & Elkins endured the loss of several lawyers who served in the military during World War II. Within a few weeks after Pearl Harbor, six of its 52 attorneys either volunteered or were drafted. In the firm’s history book, one V&E attorney recalled that, “The firm was stripped of all its junior members and was left to the older lawyers, who managed to keep it afloat.”

Yet at the same time federal wartime regulations increased client demands on Vinson & Elkins. For example, one lawyer in 1943 complained how the War Production Board demanded that V&E client Pure Oil produce three million cubic feet of gas for a war plant, while the Public Works Administration directed how the gas was to be refined, and the Office of Price Administration set the selling price.

Vinson & Elkins played a crucial role in helping Houston expand from about 375,000 residents in 1941 to over 480,000 in 1946. During the war and the economic boom in the 1950s, V&E’s lawyers provided legal services to assist companies building new subdivisions.

Post-World War II Challenges

In 1951 Vinson died after years of illness. Obituaries noted his contributions to insurance law, redrafting the Texas code of civil procedures, successful business investments, and serving as a director of numerous industries, and his dedication to the Houston Public Library and the First Presbyterian Church.

Growth in the postwar era led to moves to new facilities. In 1960 the firm moved its offices from crowded spaces in the Esperson Building to the newly constructed FCNB Building, a 32-story highrise occupying an entire block in downtown Houston. In spite of new offices, the firm remained firmly under the control of founder Elkins. Hyman said Elkins’s “combative resistance made adaptation to change difficult at V&E.” For example, the firm in the 1940s and 1950s had a few attorneys working in tax law, but Elkins delayed the growth of that field.

In 1971 the law firm opened its London office. That practice created in 1994 a new multinational partnership that included both English solicitors as well as American attorneys.

In 1981 Vinson & Elkins moved to the high rise First City Tower, where it remained in 1999. It also opened new branches, including the Dallas office in 1986. Compared to its other offices, the Dallas branch often recruited experienced attorneys as lateral hires from competing law firms. By the late 1990s the Dallas branch included over 100 attorneys.

In 1984 V&E accepted a contingency fee case that many firms had turned down. The firm represented Houston-based Energy Transportation Systems Inc. in its antitrust lawsuit against a group of railroads. The jury decided on a $1.035 billion verdict against the railroads. Eventually Energy Transportation Systems settled for $350 million, of which about $101 million was paid to Vinson & Elkins. Partners, associates, paralegals, and other staff members received large bonuses, but the “ETSI award had a potentially corrosive effect in the Firm,” according to Harold Hyman, referring to some conflicts over who should receive how much. However, Vinson & Elkins survived this challenge of dealing with prosperity, which was not true of some other law firms.

In the mid-1980s Vinson & Elkins diversified to some extent. For example, a health industries section was created within the firm to take advantage of new opportunities as healthcare expanded much faster than the general U.S. economy.

Practice in the 1990s

Based on its work since the early 1970s representing clients with business interests in the former Soviet Union, Vinson & Elkins established its Moscow office in 1991. Several other U.S. law firms started Russian offices at about the same time, since the collapse of the Soviet Union opened up new opportunities for foreign businesses. However, some of those firms later withdrew because of the unstable government, high operating costs, and even food shortages.

Expansion continued in the late 1990s. For example, Vinson & Elkins in 1997 created its Beijing office in the People’s Republic of China. By 1999 that office was staffed by five V&E attorneys fluent in Mandarin. V&E in 1999 was the only Texas law firm to have an office in Singapore.

Company Perspectives:

Since our firm was founded, it has attracted an outstanding and diverse group of attorneys as well as an international clientele. Our clients include the governments of sovereign nations and of North American states, cities and municipalities, public and private companies, financial institutions, entrepreneurs, and individuals and families.

In 1998 V&E opened its New York office, which by 1999 included 13 attorneys experienced in several aspects of business law and litigation. Those fluent in Spanish represented clients in Mexico, Brazil, Chile, Argentina, Uruguay, Venezuela, and other Latin American nations.

A 1994 survey by the market research firm Global Research examined approximately 400 corporate law firms. Of all the U.S. firms, Vinson & Elkins was the only Texas firm to rank in the top ten for quality, which pleased Vinson & Elkins’ managing partner, Harry Reasoner.

In 1998 V&E served clients in 98 mergers and acquisitions worth over $38 billion. Some of those 1998 clients were Halliburton Company, in its $8.1 billion acquisition of Dresser Industries; Capstar Broadcasting Corporation, in a $4.1 billion merger with Chancellor Media Corporation; and Occidental Petroleum Corporation, in its $2 billion acquisition of Equistar Chemicals. Other merger/acquisition clients included KN Energy, Enron Corporation, Meridian Industrial Trust, Seagull Energy Corporation, BMC Software, Prime II Management, Neste Oy, Lomak Petroleum, Houston Industries, Concentra Managed Care, International Home Foods, Core Laboratories, and Associated British Sugar.

The firm in 1998 also counseled clients in over 60 offerings in the debt and equity markets, raising a total of over $14.5 billion. Several clients in this area were again oil or energy firms, such as Northern Natural Gas Company, Belco Oil & Gas Corporation, Pool Energy Services Company, Nuevo Energy Company, Seven Seas Petroleum, and Wainoco Oil Corporation. Clients in other industries included Electronic Data Systems Corporation, Hastings Entertainment, Southwest Airlines, Continental Airlines, and First Sierra Financial. This corporate finance practice led the American Lawyer in April 1999 to rank Vinson & Elkins as one of the nation’s top law firms in this area.

Although Vinson & Elkins had diversified, its oil and energy practice in the 1990s remained crucial. In an interview in the September 1996 Petroleum Economist, the head of the energy team stated that his firm’s “most important competitive advantage [in that field] is its broad experience in the industry over a long period of time. Energy is the basis on which the firm was founded... and continues to be its largest area of practice.”

In 1998 Vinson & Elkins’ energy lawyers accounted for over 160 of the firm’s 560 attorneys. The firm was involved in energy projects all over the world. For example, in a 1998 interview in the Petroleum Economist, the periodical was told that “Vinson & Elkins has been involved in Asia since significant discoveries were made in Indonesia in the 1970s, and our lawyers have recently played significant roles in energy projects in China, India, the Philippines, Vietnam, Indonesia, Bangladesh and Papua New Guinea.”

The American Lawyer in its July/August 1998 issue ranked Vinson & Elkins as the 20th largest law firm in the United States, based on 1997 gross revenues of $255 million. Divided among the firm’s 509 lawyers, that resulted in about $500,000 per lawyer, more than most of the magazine’s top 100 law firms.

In November 1998 the American Lawyer, in cooperation with London’s Legal Business, published its first survey of the world’s largest law firms. Vinson & Elkins ranked number 42 based on its 554 attorneys, with only four percent of that number stationed overseas. Ranked according to 1997 annual revenue, V&E was number 24.

The high fees charged by such large law firms as Vinson & Elkins led some to seek alternative sources of legal services. For example, paralegals known as document processors occasionally used commercial legal software programs to provide those with limited incomes access to 70 kinds of documents, ranging from wills to uncontested divorces and adoptions. Some bar associations argued that this approach oversimplified what often were complicated matters and also might be a form of practicing law without a license. In any case, new technology made information much more accessible as the Information Age rapidly advanced. The days of professionals, whether lawyers, doctors, or scientists, being the only ones with special knowledge and training, seemed long gone. Professionals including the attorneys at Vinson & Elkins thus faced new challenges as the 20th century ended.