Editor: Please tell our readers about Jones Day’s recent Dallas conference on “Getting the Deal Done When Governments Stand in the Way: The New Deal-Making Paradigm.”
Galvan: In the current economy, companies large and small are doing business all over the world. Since a number of multinational companies are based here in Texas, we organized a program in October to educate business leaders about regulatory challenges in the three most popular areas for doing business outside the United States – Asia, Europe and Latin America. In doing so, we showcased Jones Day’s regulatory capabilities by inviting lawyers from offices in those geographic areas to attend the conference and talk to our Texas-based audience. With 41 offices in 19 countries, Jones Day has lawyers all over the world with subject-matter expertise and experience with local business practices and legal needs. Put simply, we wanted clients and potential clients with a Texas presence to understand both the issues and our ability to address them.
Editor: Is there a true interest in international transactions in the Dallas market?
Galvan: There really is. Of all the states, Texas is the largest exporter, and Dallas provides 15 percent of those exports, making it the fifth-largest exporter in the U.S. In addition to a great number of businesses that export, many international corporate headquarters are based here in North Texas; Samsung, Huawei, Alcatel-Lucent, and Ericsson, among others, have their U.S. corporate headquarters in Dallas. And home-grown companies like Texas Instruments have an expanding international footprint and are dealing with various cross-border issues.
Editor: One of the conference panels covered “New Aggressive Antitrust Enforcement Regimes.” Were you talking about China? What concerns were discussed, and what advice was offered?
Galvan: We did focus particularly on China because of the significant increase in antitrust enforcement there. We discussed the increased number of investigations instituted in China against U.S. corporations, including technology companies, car manufacturers and producers of products like baby milk or contact lenses. A general piece of advice was for companies to take a hard look at their policies and the level of compliance within operations in China. Another topic was the time-consuming process of getting cross-border deals approved by the Ministry of Commerce in Beijing. The general advice was to engage legal counsel who understands the approval process in China, including the fact that delays can be extensive enough to derail a deal. Critical to this process are good preparation and experience in dealing with the Ministry of Commerce in a way that avoids problems and delays.
Editor: Another panel with European speakers addressed “Merger Control, Tax Obstacles and Data Privacy.” Can you give us a few highlights from that discussion?
Galvan: As the title suggests, this panel covered a wide range of topics in the European sphere. Limiting myself to just a few highlights, our audience learned that the financial crisis in Europe has created significant M&A opportunities that didn’t exist five years ago, especially acquisitions involving smaller but successful and often family-owned businesses. The panelists stressed the importance of understanding that the regulatory environment in Europe has a different focus that in the U.S., especially on issues of money laundering and environmental liability; therefore, U.S. due diligence processes may not be sufficient in the European market.
They also talked about significant hurdles within antitrust review in Europe. Any major transaction, particularly a large merger, requires review by the European Commission in Brussels or by one of the member states, and the decision as to who actually conducts the review can be of strategic importance. Importantly, preparing for merger review as early as possible can place the company in the best position to address potential roadblocks. One matter that I found particular interesting was that in the U.S., when there’s an attempt to block a merger, the regulatory agency has to convince a federal court to enjoin the merger – so we have the court system to turn to. In Europe, the agency can block a merger on its own, and there are very limited appeal rights, which can have a significant impact on a prospective merger.
Editor: How about the third panel on “The Challenges of Deregulation” focusing on Latin America? Did that include Mexican energy deregulation, which must be of great interest in Texas?
Galvan: It did. We discussed differences in regulatory trends in various Latin American countries. In some, like Mexico, Peru and Colombia, we’re seeing a trend toward deregulation. Previously there was heavy regulation aimed at protecting local companies, but now some of those countries (Mexico, for example) are moving toward deregulation that creates opportunities for foreign companies to do business in those countries. On the other hand, countries like Peru are increasing regulation. We’re also seeing changes in Argentina and Venezuela. In a nutshell, this panel covered regulatory trends in Latin America and how the rule of law is receiving focused attention in different ways than in the past.
The result is an increase in opportunities for companies to enter countries like Mexico, where changes to the law now allow for major infrastructure projects. Mexico’s energy deregulation also is of great interest in Texas, and with the second round of deregulation now approved, many Jones Day clients and other companies are looking at investments in Mexico’s energy sector. The estimate is that investment from non-Mexico-based companies could reach as high as $20 billion, so there are significant opportunities.
Editor: You’ve been partner-in-charge of the Dallas office for several months now. Can you tell our readers a bit about your background and history with Jones Day?
Galvan: I grew up in El Paso in West Texas. Education was really emphasized in my home, even though my mother and father were not able to attend school beyond sixth and tenth grade. As a result I was the first in my family to attend college, and I received my electrical engineering degree from the University of Texas El Paso. My dad was proud but still disappointed because while I could explain the theories of how our television worked, I still couldn’t fix it!
I worked for a few years in Dallas as an engineer before deciding to go to law school and then, in my third year of practicing law, moved to Jones Day to focus on patent litigation, which I continue to do. My original plan was to work hard, learn from some of the most well-known and talented patent litigators, and then move on after a few years.
I’ve now been here eighteen years. People ask why I stayed, and I tell them that, from day one, the firm did not hesitate to provide opportunities to develop my skill set, and, in exchange, I took up the challenge of proving that I could handle them. This relationship has continued to this day, with opportunities to develop not only as a lawyer but as a leader. I became leader of the IP practice when I was a third-year partner, became the hiring partner a few years later, and since July 1 of this year, have been the partner-in-charge here in Dallas.
Editor: We’ve been talking about transactional issues, but the Dallas office is also known for its litigation and regulatory practice. Can you briefly profile the office for our readers?
Galvan: We have about 140 lawyers, and we’ve been in Dallas for 34 years, which makes this office, on its own, one of the largest law firms in Dallas. In addition to transactional work, we have a very sophisticated bankruptcy practice, and our litigation work covers routine as well as bet-the-company matters in intellectual property, securities and financial institutional. We have quite a few folks who work on tax audits and controversies – another component of litigation – and our investigations practice handles local, national and international matters, with significant emphasis on the Foreign Corrupt Practices Act and securities-related investigations. Healthcare is another area, so it’s a pretty broad-based practice in Dallas.
Editor: Jones Day has a large number of women leaders, including those in its Houston office. Tell us about that.
Galvan: The firm’s culture is that everyone deserves opportunities, and each lawyer must make the most of them. As with my own experience, opportunities exist to develop as a lawyer and to serve in leadership roles. While the latter have been available to men for decades, our managing partner, Stephen Brogan, doesn’t hesitate to offer advancement to women, naturally with the same level of expectations. Beyond that, it’s up to each of us to succeed.
Editor: Pro bono is a priority at Jones Day. Can you tell us, for instance, about the firm’s work for unaccompanied immigrant children?
Galvan: This work started within Jones Day in July. For me personally, it is an important demonstration of the firm’s commitment to doing the right thing. Shortly after the crisis escalated in June, Stephen Brogan decided that the firm needed to protect the legal rights of children who travel from Central America to the U.S. under difficult and often tragic conditions. Within a few weeks, we had boots on the ground in San Antonio. Lawyers out of the Dallas office were sitting down with young children to understand their needs and help with the interview process. Shortly after, we sent several lawyers to Artesia, New Mexico, to represent children in various detention hearings in that state. Currently, nine (and soon to be ten) of our offices are handling over 50 cases for these unaccompanied children, with close to twenty of those handled by lawyers in Houston and Dallas. We’re making a difference in these children’s lives in representing them and, if the law allows, helping to keep them here in the U.S.
Editor: Besides pro bono, give us some examples of other community service commitments from the Dallas office
Galvan: Our folks are involved in all types of community organizations, engaging with issues like healthcare, the arts, poverty, abuse and education, which is emphasized to the greater extent due to a recognition of the impact that education in our own lives. We work with and sponsor many organizations that promote children’s education at different levels, for example, at Saint Philip’s School, an elementary school in Dallas that provides high teacher attention to underprivileged children. Cristo Rey will open in Dallas in 2015 and offer a corporate work study program that involves attending college preparatory school while working to pay for tuition. Four high school students currently working at Jones Day once a week will use their earnings to pay for an education at Cristo Rey.
We also fund scholarships, and our lawyers work with an organization called Reading Partners to help elementary school children with early reading skills, which we know correlate positively with success and staying in school. We try to start early, keep young people in high school and then, ultimately, help them to think about college as an option.
Published November 19, 2014.
