International Law Society – The University of Arizona
Mr. Kohler is co-chair of Clark Hill’s Automotive and Manufacturing Practice Group. Prior to joining the private practice, he served for many years as vice president and general counsel of Johnson Controls’ automotive operation in North and South America. He also spent a number of years in Europe representing Chrysler.
What is that you do at Clark Hill?
Well I have a corporate practice involving the representation of a number of clients on various transactions including mergers and acquisitions and all sorts of commercial arrangements – joint ventures, distribution arrangements, supply arrangements—as well as disputes my clients get into shy of litigation. I’m not a litigator per se, but my when my clients have difficulties with other parties—often customer-supplier relationships go sour– I help them strategize whatever needs to be done in that confrontational context. So my client base is predominately automotive suppliers—quite a number of large suppliers along with some smaller suppliers. That’s by virtue of my background with Chrysler and Johnson and Trolls. And also, because that’s sort of the air that we breathe in Detroit, where I’m situated.
I head up our automotive group along with an ad-hoc affinity group which we call “Internationalists” which are those involved in basically any type of international interaction here at the firm. It’s a multi-disciplinary group made up of litigators, IP attorneys, corporate attorneys like myself, and others who are making contacts overseas and making contacts locally with the Chamber of Commerce and things like that.
So, that’s basically a snapshot of my practice. I will add one thing: I think that more often than not these days my clients are foreign-owned. That’s a derivative of the globalization of the automotive industry and other industries as well.
Can you describe the challenges and blessing of working with foreign-owned companies?
Well, the challenges, if there are any, have to do with bridging gaps in terms of how we understand the world relative to legal matters or how business is conducted. Often I’m involved with American executives who operate on behalf of foreign companies. But as frequently I’m involved with foreign-born executives who are in the States employed by these very same companies. So sometimes it’s necessary to bridge a gap by simplifying explanations and being clear and confident in presenting advice. In confident I mean that sometimes executives will challenge the advice we give based on their understanding of how things are handled in their home market. That’s on the legal side. And culturally, to a degree there are differences in how business is done and how we approach other parties to disputes and that sort of thing. But in that arena there are fewer things for us to do because when we say that something is cultural we may as well say that things are personality driven because our personalities reflect our cultures. It’s very, very difficult to suggest that someone behave differently, even in a business context. It’s also less frequently the case that that sort of thing needs to be suggested.
I will say that America’s culture is more accepting of foreign ways of doing business. There is certainly room for coaching American executives how to do business internationally. Actually, I was on a phone call just last night with a client who was out of the country doing business. After the deal had gone south, he began to feel that he was physically in danger.
Oh wow. Really?
Oh ya. He felt very isolated even though the city he was in was very large. It’s an extreme example, but it proves the point that differences in culture can play an important part in my kind of practice.
Did you have any idea that you’d be involved in an international automotive practice when you graduated law school?
Well I had an interest in international law and an interest in corporate law that had developed over the course of law school. You know, I took a few classes relating to international practice and I clerked at a very good firm that did corporate work throughout law school. I spent my first year out of law school working in Europe. I directed myself there by sending a letter to the State of Michigan’s Economic Development Office and I was able to get the office’s attention simply by way of my letter. I was hired to be essentially an intern in their European office which was in Brussels at the time. And that helped me refine my language skills in addition to giving me something to leverage when I came back. I was not working for the pay I would have received working for a firm, but it was a refreshing experience studying as hard as I did for seven years. Then when I came back to Detroit I had that experience under my belt; and though I was occupied with corporate work in the firm I was with, I made forays into international in different ways. For instance, I was a founder of the International Law Section in Michigan. I chaired the Western European Law Committee for many years. And then I was recruited by Chrysler specifically to do international work. So I traveled the world doing transactions – buying businesses, selling businesses, establishing joint ventures, assembly operations, basically writing the contracts that give them the legal architecture for the deals– for them for several years. That was really the height of my overseas international law experience. Since then my work has become very North American focused. And in these days in private practice I work in American issues for international clients, as I mentioned before.
In addition, what’s noteworthy about transactions these days is that there is almost always a foreign component of some sort. For example, a client of mine bought a part of Ford Motor Company’s North American glass manufacturing operations. Now, by definition, that purchase included operations in Canada, the US, and Mexico. And typically with operation in jurisdictions like that, there are supply arrangements or trade issues the must be understood.
What advice do you have for law students interested in international law who are having difficulty finding opportunities?
You know, building up your credentials is a very incremental process. I think that, by way of this economic environment, not much is being given in terms of opportunity to students as opposed to when I graduated. And that’s really unfortunate. That means that those entering the market place can’t pick and choose and maybe direct themselves as perhaps they could have before the economic collapse. But, you know, careers last a very, very long time. Over time, we’ll go through better economic cycles and there will be time build credentials. On the other side of that, of course, is simply taking the initiative.
I don’t want to pat myself on the back, but establishing the international law section helped a bit along the way. Students and graduates can do things like that—be creative.
There are evolving areas that people should try to get involved in—privacy issues, confidentiality of data — those types of things. Those regulatory frameworks are very relevant for companies doing business around the world. That scenario has evolved over the last 10 years and will continue to evolve. Maybe students could join a section of their State Bars dealing with those issues. It’s just an idea. But getting out, networking, and getting your name out are what students have to do.
Interview taken November 5, 2013.