In my second post, I'll suggest some ways to engage in hybrid law and business pro bono consulting that can be more effective than either on on its own.

The main deliverable of my Entrepreneurial Law Clinic at the University of Washington in Seattle is a "legal and business audit." This mimics the kind of "due diligence" investigation and analysis that a prospective investor, lender, or acquirer would undertake before deciding whether to invest in, lend to, or acquire the company. But in ELC's case, it is done for the entrepreneur's eyes only.

The value is that we work across the entrepreneur's total business vision and value proposition. With the experience of our pro bono supervising attorneys and business consultants, we can help the entrepreneur think about issues that may not have occurred to them yet. We can also help vet the value proposition--or even spur the entrepreneur on to unearth the value proposition that may currently be hidden in their business vision and marketing. All of this is equally applicable to the nonprofits we serve. In fact, sometimes nonprofit founders don't think about themselves as being "in business" or needing a "value proposition." But because funds and goods or services are in play, they really are running a kind of business. 

But to think comprehensively about a profit/nonprofit enterprise, one has to be able to see how legal and business decisions affect each other. Neither should be done in isolation from the other. In the ELC we encourage students to "cross train" even while primarily developing one skill set. JD/MBA students are in the best position to do this. But all students can do it to different degrees. At the very least, persons specializing in one piece of the law-business consulting space should have a working understanding of the other pieces. All professionals should strive to meet their counterparts "halfway" by minimizing their own jargon and attempting to understand that of the others. 

A coupe of examples to get you started:

Choice of entity decisions. Corporations, limited liability company, partnership, or nonprofit organization? Today's Gen X and Gen Y entrepreneurs are thinking about ways to do good and do well. Basically, whatever will solve a pressing problem they are focused on. They are not wed to preconceived notions of what is "charitable" and what is "for profit." So, professionals helping them can best do so by: 1) being open minded; 2) taking the time to truly understand both the problem the entrepreneur is trying to solve and the solution she is proposing; and 3) understand how the legal structure and law behind each entity type will make it better or worse suited to advancing the entrepreneur's solution; and 4) work with the entrepreneur to understand their compensation needs and expectations.

Building and protecting the brand. The enterprise's brand is bigger than just its name and logos. It's a whole story about the venture that positions it in the market and communicates its vision, values, and mission. Nonprofits need a brand and story just as much as do for-profit ventures. At the same time, protecting the brand can be tricky. Trademark law generally only covers the name, logos, and other specific symbols used as trademarks by a firm. Copyright can cover longer written materials. Design patents could be used for purely ornamental features of manufactured products (if any). But legal protection for the "look and feel" of a website, or other intangible aspects of the brand, is less certain. Therefore, it is paramount for lawyers to understand the breadth and value of the full brand (and brand story) and for marketing and branding consultants to understand how and where the brand can be legally protected. Working together, they can build the strongest possible brand that is also well protected, so that all the hard work will not simply be taken by someone else.

That's it for now. As always, comments are welcome.

During the Q&A section of this workshop, an audience member asked, "but aren't you talking about Gen Y?"Aren't they selfish and entitled? How do they react to pro bono?"

The room was immediately buzzing. Hands flew up. 

Pro Bono Coordinators from law schools across the country spoke about their first hand accounts with students. It turns out Gen Y is not only willing to do pro bono work, but they want to do pro bono work, and most importantly, they expect to do pro bono work. 

Pro Bono Coordinators from law schools across the country spoke about their first hand accounts with students. It turns out Gen Y is not only willing to do pro bono work, but they want to do pro work, and most importantly, they expect to do pro bono work. 

Why? Gen Y has been raised volunteering. At the very least they started volunteering in high school, and have continued service and community involvement throughout their college and now post-graduate careers. No one in the room could speak to any Gen Y students refusing to do pro bono work, or not enjoying it. In fact, this generation is so willing to get involved, the largest obstacle they face when creating pro bono programs is gaining the support of school administration to dedicate resources to these ventures. 

If all of this is true, why does Gen Y have such a bad reputation? What can we do about it? 

If you're interested in reading more about Generation Y's desire to make a difference and how universities can best train these students, check out a recent blog post co-authored by Taproot President Aaron Hurst and City Light Capital Managing Partner Josh Cohen on the City Light Capital blog. 

Many universities have established business plan competitions. More recently, a number of schools have instituted social entrepreneurship competitions that are similar, but focused on building non-profits, sustainable business, or other social justice oriented ventures. However, all of these programs focus mainly on teaching students how to be entrepreneurs. Equally important are programs to teach professional school students how to serve entrepreneurs.

I designed and launched the University of Washington's Entrepreneurial Law Clinic (ELC) in 2006 to both teach students how to serve entrepreneurs and instill in them a pro bono ethic as they start their careers. I also wanted to create high quality, targeted pro bono opportunities for the many kinds of lawyers and business consultants who shy away from traditional pro bono projects that are outside of their areas of expertise. Of course, I was also being an entrepreneur in developing ELC, because I wanted to find a way to help entrepreneurs of all stripes who can't afford the legal and consulting services they need to properly launch their ventures.

ELC is a joint venture between the UW Law School and the Center for Innovation and Entrepreneurship at the UW Foster School of Business. We team law and business students together to deliver comprehensive analysis and counseling to entrepreneurs that covers all aspects of the venture. Each team generally has three law students and one or two MBA students. The law student slots are divided into the core entrepreneurship specialties of business law, intellectual property (IP), and tax, with additional emphasis on employment, regulatory, and other law as needed. The MBA student slots so far are either general business, consulting, or assigned according to specialties the client needs, such as marketing, accounting/finance, or operations. The student teams are then assigned supervising attorneys and business consultants from the local Seattle community, with each supervisor specializing in the field in which the student is working (e.g., an IP attorney supervises the IP student team member).

We serve four main categories of clients: technology entrepreneurs; micro-enterprise and small business owners; social entrepreneurs and non-profits; and UW technology spin-offs. The range of our client's projects is broad. For example, we have helped a prison inmate who is developing a new snack food business to launch after his release, UW researchers with a breakthrough medical device technology, and everything in between. Our main goal is to deliver "preventive" legal and business counseling so that none of these innovators run into roadblocks based on preventable legal or business issues. Our student teams and supervisors are experts at providing "lifecycle" counseling that not only analyzes where the business is today, but also where it will likely go, and the pros and cons of the various paths that it can take. This enables first time entrepreneurs to engage in the kinds of sophisticated business and legal planning that sucessful serial entrepreneurs usually do. 

ELC currently fields seven  teams each year, with around 20 law students and 10 MBA students. We serve approximately 30 clients each year. Former students have now become both supervisors to new students and in some cases entrepreneurs themselves. We work closely with almost every major law firm in the local community, as well as with numerous community development services and economic development government agencies at the Federal, state, and local level.

Developing ELC was one of the hardest things I have ever done, because I had to bootstrap everything -- there was no institutional support for the Clinic wen I began designing it in 2003 after joining the faculty at UW Law School. I also had to do it "on the side" from a full regular teaching and research load as a pre-tenure law professor. So, it was also a huge pro bono project on my part, because I did it outside my regular academic position and was not paid for it. However, then Clinical Law Program Director Alan Kirtley was key in helping me strategize and seek outside resources to launch the Clinic. Ron Howell at the Washington Research Foundation stepped up with a clinical in-kind contribution of office space for the Clinic as we didn't even have space n the Law School building to launch! The Herbert B. Jones Foundation, Coleman Foundation, and Washington Law School Foundation, each awarded us essential multi-year grants to fund the operations. But in the end, it was worth it. ELC has easily been one of the most rewarding things I have ever done. As we look forward to our fifth year of full time operations this coming year, it is amazing to see how we not only survived, but also have now become a model that other professional schools seek to emulate.