Despite the COVID-19 health crisis and extreme levels of market volatility, the private equity market has been on fire. In this episode of Law, disrupted, John Quinn joins Brad Berenson, Partner and General Counsel at TPG, and Chris Green, Managing Director and General Counsel at Bain Capital, two of the largest private equity firms in the world. Having both navigated the challenges presented by the pandemic, Brad and Chris describe how this period of time has showcased what’s valuable and differential about private equity, relative to other asset classes. They contest critics’ views that the industry operates under a model of “financial engineering and cost-cutting,” outlining how private equity has provided businesses with access to capital, job preservation and business protection through turbulent times. John and his guests discuss the new disclosure rules proposed by the U.S. Securities and Exchange Commission (SEC), which presage sweeping regulatory and enforcement changes under the Investment Advisers Act. Aimed at increasing transparency from private companies, the SEC’s proposed rules represent an unprecedented level of scrutiny and oversight from the commission, striking at the heart of how the industry has historically done business. Together, John, Brad and Chris analyze how—if adopted—the rules will impact private fund investor reporting and documentation, evaluating whether these proposed rules miss the mark of increasing competition and reducing regulatory burdens. They then discuss a new chapter in antitrust law and the regulation of mergers and acquisitions. In particular, they discuss the apparent shift that merger control agencies seem to be taking from focusing on consumer welfare and competition towards focusing on protecting other interests, such as organized labor, small businesses or environmental concerns. They explain how this transition has led to additional scrutiny for potential deals that pose little risk under traditional antitrust analysis, which delays and injects uncertainty into commercial activity. John and his guests also examine the importance of ESG analysis when considering potential investments, and the ways ESG metrics are presently measured, such as a business's carbon footprint and climate-related risks. They also address ways in which private equity firms have been able to address ESG concerns more quickly than many public companies. The conversation turns to the potential liability of private equity firms as sponsors and the economic importance of respecting corporate forms, limiting any upward flow of liability from portfolio companies to private equity firms and their investors. This requires that private equity firms remain mindful of their governance role on their portfolio companies’ boards, avoiding actions that could support “alter ego” liability. Additionally, John and his guests discuss the dual roles of appointed directors on portfolio companies’ boards and how to prevent problems from arising, particularly in the context of protecting attorney-client privilege. They then conclude by covering some of the legal issues surrounding continuation funds, including how to protect the economic interests of limited partners when assets are rolled over into a continuation fund. Created & produced by Podcast Partners: www.podcastpartners.com Sign up to receive updates by email when a new episode drops at: www.law-disrupted.fm Music by Podcast Link: Law-disrupted.fm Host: John B. Quinn Producer: Alexis Hyde Music and Editing by: Alexander Rossi​

John is joined by Hisaya Kimura, Senior Counsel in the Tokyo office of Nagashima Ohno & Tsunematsu. They discuss aspects of the Japanese legal system, including Japan’s historical adoption of the German civil procedure system and subsequent incorporation of elements, such as cross-examination, of the American system. They also discuss how Japanese litigants typically exchange multiple detailed briefs covering both factual and legal issues in detail for years before trial followed by trials that last less than a day with only one witness testifying for each side. They also discuss key differences between Japanese and American litigation, including the absence of discovery, juries, and punitive damages in Japan as well as the application of the beyond reasonable doubt standard in civil litigation. Finally, they discuss recent changes to the legal profession in Japan, including the expansion of Japanese law firms beyond litigation to include advice on regulatory, M&A and competition issues, the expansion of leading Japanese firms into international markets and the impact foreign firms have had by opening Japanese offices.

In this episode of ‘Law, disrupted,’ John is joined by Michael T. Lifrak, partner in Quinn Emanuel’s Los Angeles office, and Ellyde R. Thompson, partner in Quinn Emanuel’s New York office. Together, John, Michael and Ellyde discuss the recent class action securities suit against Elon Musk, based on his August 7th, 2018 tweet about taking Tesla private. They discuss how Michael and Ellyde’s team obtained a complete jury verdict in Mr. Musk’s favor that denied the plaintiffs any recovery for their $12 billion in alleged market losses. Link: Law-disrupted.fm Host: John B. Quinn Producer: Alexis Hyde Music and Editing by: Alexander Rossi

John is joined by Temi Omilabu, an associate in Quinn Emanuel’s New York office. They discuss her remarkable journey from her childhood in Lagos, Nigeria, to becoming a trial lawyer at Quinn Emanuel, including the adjustments she had to make moving from Lagos to first Florida then Texas, her years at Case Western University where she earned her Master’s degree in Bioethics and her work after graduating for two global health-focused nonprofits. They also discuss her love of advocacy and storytelling that led her to law school, her internship in the Manhattan District Attorney’s Office and her post-law school fellowship in the General Counsel’s Office at Yale. Finally, they discuss how Temi’s interest in litigation lead her to Quinn Emanuel’s New York office, where she immediately started working on depositions and on multi-district litigation and went to trial in a pro bono case within her first year with the firm.

John is joined by Kathleen M. Sullivan, senior counsel in Quinn Emanuel’s Los Angeles office and Founding Chair of the firm’s National Appellate Litigation practice, and Derek L. Shaffer, partner in Quinn Emanuel’s Washington, DC office and Co-Chair of the firm’s National Appellate Litigation practice. Together, they discuss what appellate lawyers do: how they reverse bad trial outcomes, preserve good trial outcomes and help trial teams to make sure the trial record includes everything necessary for a successful appeal. Podcast Link: Law-disrupted.fm Host: John B. Quinn Producer: Alexis Hyde Music and Editing by: Alexander Rossi

John is joined by Emmanuel Givanakis, the CEO of Abu Dhabi Global Markets Financial Services Authority (ADGM). They discuss the growth of the ADGM as a leading international financial center based on its unique structure as an independent free zone within Abu Dhabi in which English common law directly applies and judges from the UK and other common law countries hear cases in an independent common law court. They discuss the role the ADGM plays in diversifying Abu Dhabi’s economy away from the oil and gas industry, the importance of providing legal certainty to attract investors, and how the ADGM chose aspects of corporate, insolvency and financial services legislation from the UK, Australia and international financial regulatory groups to craft its own financial legislation that reflected international “best practices” that would be familiar to investors from any continent. They also discuss how the ADGM has implemented legislation regarding FinTech, digital assets and carbon markets and how AI can promote regulatory compliance. Finally, they discuss challenges the ADGM may face in the future including the possibility of a global recession, geopolitical issues in the region, as well as the importance of allowing capital to move freely into and out of the region.

John is joined by Michael A. (Mike) Brown, partner at Nelson Mullins and founder of the firm’s Baltimore office. Together, John and Mike discuss the process of successfully selecting a jury, including the importance of getting the jury to open up about their biases by disclosing some of your background or opinions and encouraging those jurors who voice biases against your client to speak freely. In addition, they discuss some of their favorite questions to ask to elicit biases from jurors who are reluctant to disclose them. Podcast Link: Law-disrupted.fm Host: John B. Quinn Producer: Alexis Hyde Music and Editing by: Alexander Rossi #lawdisrupted Podcast Link: Law-disrupted.fm Host: John B. Quinn Producer: Alexis Hyde Music and Editing by: Alexander Rossi #lawdisrupted

Quinn Emanuel’s Triumph Over the Largest Manufacturer of Ghost Guns​ John is joined by Robert M. (“Bobby”) Schwartz, a partner in Quinn Emanuel’s Los Angeles office and Andrew Brayton, an associate in that office. They discuss how Bobby and Andrew won a settlement on behalf of the State of California against Polymer 80, the largest manufacturer and distributor of ghost guns, in which Polymer agreed to a permanent injunction barring it from selling ghost guns in California and to pay $5 million in penalties. They also discuss their legal strategies, the discovery process, and the importance of the case in terms of protecting both law enforcement officers and the public. Podcast Link: Law-disrupted.fm Host: John B. Quinn Producer: Alexis Hyde Music and Editing by: Alexander Rossi #lawdisrupted​

John is joined by Leslie Zhang Weihua, Vice President and General Counsel of United Energy Group, China, one of the largest independent oil and gas companies in the world. They discuss Leslie’s extensive experience in international legal affairs, including his experience as general counsel for both large state-owned enterprises (SOEs) and private companies in China. They discuss the differences between providing legal services for SOEs and private companies, including the additional procedures SOEs must follow in making business decisions, the strategic issues in addition to return on investment that SOEs must consider and how rate sensitive SOE’s procurement procedures are and how that applies to hiring counsel. They also discuss the expectations that Chinese clients have with respect to counsel finding creative solutions to regulatory issues, the rates paid for unsuccessful legal projects, and responsiveness in providing legal analysis. They also compare Chinese and Western law firms with respect to training, expertise, and specialization while noting the ongoing expansion of Chinese firms into international work and the Chinese government’s policy of encouraging the continued development of international arbitration centers in Hong Kong and Singapore. Finally, they discuss the role lawyers can play in improving relations between the United States and China including the importance of recognizing the risks and costs of decoupling.

How Quinn Emanuel Reduced a $136.9 Million Race Discrimination Verdict to Less Than $3.2 Million on Retrial John Quinn is joined by Daniel Posner, a partner in Quinn Emanuel’s Los Angeles office, and Asher B. Griffin, Co-Managing Partner of Quinn Emanuel’s Austin, Texas office. They discuss how Dan and Asher’s Quinn Emanuel team was brought in to retry the damages award in a race discrimination case against Tesla and reduced the $136.9 million verdict another firm gave up in the first trial to only $175,000 in compensatory damages and $3 million in punitive damages. They discuss the unique challenges of a retrial on damages only, including how the jury in the retrial was instructed that Tesla was liable for both compensatory and punitive damages, how the judge limited the parties in the retrial to the documents and witnesses presented at the first trial and how they were still able to use the latitude allowed in cross-examination to challenge the credibility of each instance of alleged discrimination and achieve this outstanding result. Podcast Link: Law-disrupted.fm Host: John B. Quinn Producer: Alexis Hyde Music and Editing by: Alexander Rossi #lawdisrupted

John is joined by Pablo Arredondo, the Co-Founder & Chief Innovation Officer of Casetext CoCounsel. They discuss how Casetext’s AI tools, based on large language models such as those employed by GPT-4, can be used by litigators to quickly review enormous databases using natural language, full sentence searches and identify relevant evidence even when the words used in the evidence are completely different from the words used in the search. They also discuss how this technology can assist in deposition preparation and expert cross-examination as well as likely applications for transactional legal work. Podcast Link: Law-disrupted.fm Host: John B. Quinn Producer: Alexis Hyde Music and Editing by: Alexander Rossi #lawdisrupted​

John is joined by Yixuan Zhu, an Associate in Quinn Emanuel’s Beijing office with a unique expertise in both Chinese and American law. They discuss Yixuan’s background studying law and passing the bar in both China and the U.S., including her experience conducting high stakes investigations in China for multinational companies involving the Foreign Corrupt Practices Act and other anti-bribery laws, her decision to join Quinn Emanuel’s Shanghai office, and her studies at both Harvard and the University of Indiana. They also discuss Yixuan’s experience in Quinn Emanuel’s New York office including representing KKR in a trial over an important real estate transaction and her role in expedited multi-billion dollar litigation in Delaware Chancery Court in the first busted deal case of the Covid era, including her cross-examination of the other side’s expert at trial. Finally, they discuss her experience helping Quinn Emanuel open both its Shanghai and Beijing offices, her status as probably the only Chinese lawyer to have cross-examined a witness in a Delaware Chancery Court trial, and her suggestions to leaders in both countries on how to better understand the other. Podcast Link: Law-disrupted.fm Host: John B. Quinn Producer: Alexis Hyde Music and Editing by: Alexander Rossi #lawdisrupted