A day in the life of an in-house paralegal.
By Cortland Kirkeby
May/June 1999 Issue
As an in-house paralegal for The Hillman Company, which conducts business
in diversified investments and operations, in Pittsburgh, Pa., Deborah Kutzavitch never
has a typical day.
It could be argued that she never has an easy day either,
but that’s a logical consequence of always being up for a challenge. Kutzavitch has
worked in both law firm and corporate settings. She teaches seminars on mergers and
acquisitions, does lots of public speaking, and is attending law school at night.
While the corporate pastures might prove greener for paralegals in terms of status,
compensation and upward mobility, they are neither pastoral nor serene. If you don’t
believe it, take a look at this breakdown of a Kutzavitch Monday in March. (And you
thought your Mondays were tough?)
7:45 — Walk through the front door and immediately
retrieve voice mail messages people left on Saturday about meetings scheduled for today.
7:55 — Respond to e-mail sent late Friday and early
8:00 — Revise Professional Services Agreement for
consultant to provide elevator inspection services (PSA No. 1); prepare Exhibit A to PSA,
which is scope of services to be provided by consultant in connection with the possible
purchase of office buildings.
8:20 — Pour first cup of morning coffee.
8:30 — Prepare Professional Services Agreement for
Hillman to provide due diligence services (PSA No. 2); reproduce execution copies of PSA
No. 2 and obtain corporate officer’s signature.
8:35 — Fax copy of PSA No. 1 to consultant for
review and comments.
8:45 — Discuss issues with vice president of real
estate for 9 a.m. due diligence meeting.
9:00 — Attend due diligence meeting with in-house
and outside counsel, as well as financing, real estate, tax and operational review
personnel, to discuss status of document review and efforts to obtain financing.
9:55 — Prepare organizational chart of entities
involved in the project, which in-house treasury department will provide to potential
lenders for review.
10:05 — Call paralegal at outside counsel’s
office to coordinate trip to “war room” (location where all documents to be
reviewed by a buyer are organized and filed) to organize documents in accordance with the
due diligence checklist.
10:10 — Review fax received from consultant of PSA
No. 1; revise Exhibit A (scope of services) to PSA
No. 1; prepare PSA No. 1 in final form and obtain corporate officer’s signature.
10:40 — Respond to request by consultant of PSA No.
1 for a sample insurance certificate copy, which consultant must provide under the terms
of PSA No. 1.
10:55 — Listen and lend support to secretaries and
other support personnel.
11:00 — Telephone individuals from the company with
time and place details for Island Sports Center project meeting (real estate development
of an ice sports complex, restaurant, fitness center, golf driving range and batting
11:10 — Download from Pennsylvania Department of
Revenue Web site the form and instructions needed to apply for a sales tax license,
enabling collection and remission of state sales tax for Island Sports Center project.
11:20 — E-mail two friends from law school study
group about meeting Tuesday and Thursday evenings to study (no classes this week for
11:25 — Discuss agenda for afternoon war room
11:45 — Provide a copy of Articles of Incorporation
and Fictitious Name Registration to Pennsylvania corporation.
Noon — Organize stock certificate book for newly
created Delaware corporation; create specimen stock certificate and issue to sole
12:15 — Telephone company personnel to gather
financial and accounting information to complete an application for sales and use tax
license for a Pennsylvania corporation selling taxable services and equipment.
12:25 — Take phone call from classmate at school
regarding assignment to prepare appellate briefs and oral arguments.
12:45 — Prepare and frantically inhale unremarkable
12:50 — Call Pennsylvania Department of Revenue
regarding application for sales and use tax license; verify the department’s receipt
and processing of application.
1:30 — Attend weekly Island Sports Center meeting
with company president, general counsel, personnel manager and risk-management personnel.
2:20 — Visit war room to assess the time and
supplies needed to organize and index all documents in room.
3:30 — Return call to consultant hired under PSA No.
1 regarding insurance certificate he is required to provide under the agreement.
3:50 — Prepare a sample insurance certificate based
on terms and conditions in PSA No. 1; fax to consultant’s insurance agent.
4:15 — Return phone call to paralegal at outside
counsel’s firm to confirm that documents (executed and corporate seals affixed) were
sent via Federal Express on Friday and that they should receive them today.
4:30 — Speak with outside tax consultant regarding
two new entities to be formed in Pennsylvania or Delaware (limited partnership and limited
liability company); wait to talk with general counsel on Wednesday to determine what
entity names are to be used and whether and when the general counsel wants to proceed.
4:35 — Return call to give permission to have
segment of Mergers and Acquisitions Institute for Paralegals videotaped for internal
4:45 — Telephone in-house individuals to gather
comments on monthly progress report prepared by environmental engineering consultants for
4:50 — Finish preparation of stock certificates
(begun at noon today).
5:00 — Review due diligence checklist.
5:30 — Big sigh! Head home.
While this would constitute a week’s activity
elsewhere, for Kutzavitch, it’s just another Monday — and the adventure
continues tomorrow …