Elon Musk’s Tesla Pay Vetted by Sidley, Ex-Kirkland Partner

Sidley Austin is advising the Tesla Inc. special committee recommending that shareholders approve a $56 billion pay package for the company’s top executive, Elon Musk.

Kristen Seeger , a member of Sidley’s executive committee and co-leader of its global commercial litigation and disputes practice, and fellow partner John M. Skakun III took the lead on the work, Tesla disclosed in a proxy filing.

More than 40 Sidley lawyers helped the duo compile a report on behalf of Kathleen Wilson-Thompson , a Tesla director and former practicing lawyer, who along with her advisers was part of a special committee the board formed.

The Sidley lawyers worked alongside A. Thompson Bayliss, a name partner at Delaware’s Abrams & Bayliss, which has close ties to Delaware’s Chancery Court, and University of Chicago Law School Professor Anthony “Tony” Casey, a former litigation partner at Kirkland & Ellis.

The board’s special committee interviewed multiple law firms to determine its outside counsel, according to Tesla’s proxy statement. Sidley is independent because it never represented Musk and collected only $12,601 for handling two small matters for Tesla in 2017 and 2021, the committee determined.

ChatGPT Will Come for Partners’ Work in Contract Law, Says Professor

Column: Roy Strom looks at a unique idea about how ChatGPT could transform the business of law.

Dave Hoffman is a University of Pennsylvania law professor who specializes in contracts. When he looks into the future of contract disputes, he sees a world that’s been dramatically altered by the technology underpinning ChatGPT. Big Law partners might not enjoy his view.

That’s because of a simple argument Hoffman makes about generative artificial intelligence. He says “generative interpretation” can replace the messy and expensive way lawyers currently hash out the meaning of words in legal agreements, using dictionaries and Latin canons.

“Giving courts a convenient way to commit to a cheap and predictable contract interpretation methodology would be a major advance in contract law,” Hoffman wrote last year in a research paper that he co-authored with Yonathan Arbel , a University of Alabama law school professor.

“As generative interpretation offers this possibility, we argue it can become the new workhorse of contractual interpretation.”

But the downstream effect of judges actually adopting this method could have massive ramifications for the business and practice of law.

This is the transformative idea: If judges accept large language models as a valid way to interpret contested contract terms, parties drafting contracts could preemptively use those models to get ahead of predicted or potential disputes by letting the models decide the outcome. That would eliminate much of the uncertainty around contracts, making litigation rare.

Cooley Adds Veteran Democratic Staffer to Investigation Practice

Cooley recruited Heather Sawyer, a 13-year Democratic staffer on Capitol Hill, as special counsel to help build the firm’s new congressional investigations practice.

Sawyer worked for three years at the Senate Judiciary Committee, including time as staff director and chief counsel. In the House, her roles included being a staff member of the House Judiciary Committee and chief counsel for the Select Committee on Benghazi.

She most recently spent nearly two years as executive director of American Oversight, a nonprofit founded in 2017 to investigate issues such as attacks on voting rights and mistreatment of immigrants.

Investigations practices, once a focus of Washington-founded firms such as WilmerHale and Covington & Burling, are increasingly drawing the attention of firms from outside the nation’s capital.

Large firms are starting to recognize the utility of having specialized congressional investigations practices because the probes often happen in parallel to other work the law operations do, such as civil litigation, Susanne Sachsman Grooms , who joined Cooley in February to launch the firm’s congressional investigations practice, said.

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