“No matter how much law school prepares us, real life challenges take you by surprise”- Goutham RV, Counsel at Trilegal

This Interview has been published by Pragya Chandni and and The SuperLawyer Team

Can you share the pivotal moments or experiences that led you to pursue a career in law, especially in dispute resolution?

My journey to law was somewhat pre-destined, but I had not accepted all the signs. Growing up, I frequently visited courts with my father, a trial lawyer. Ironically, those visits initially deterred me from considering a legal career. But my disinterest in traditional science subjects made the writing on the wall clearer. During my higher secondary education, I was introduced to the unique world of law schools. This new perspective piqued my curiosity, and eventually, I found myself at NALSAR.

It was during my time in law school that my path – as a disputes lawyer – became clearer. Reading Justice HR Khanna’s “Neither Roses Nor Thorns” profoundly influenced me. His principled stand in the Habeas Corpus case, especially his dissent, was both inspiring and instructive – this continues to be my favourite judgment and anchor of sorts.

During law school, all my internships, predominantly centred around dispute resolution and this further cemented my interest. I saw first-hand, how enjoyable advocacy was and I resonated with it and took an active interest in moot courts. Come placement time, I heard NSE was visiting college for recruitment. Given that there are only a couple of exchanges in the country, and the role on offer involved litigation management, it made sense to work at NSE.  My selection for this position marked a significant turning point.

Working at the Exchange, I was involved in several high-stakes litigation cases. While I prepared for the cases in detail and worked on strategies with external counsel, it was in the courtroom, as an observer, that I felt my calling to litigation. These moments in court crystallized my decision to transition from an in-house role to becoming a litigating lawyer. My mentor at NSE encouraged this shift, and Trilegal, where I now work, gave me the opportunity to realize this aspiration. The rest, as they say, is history.

Your experience at NSE involved handling multi-faceted regulatory disputes. Can you shed light on the challenges you faced and the strategies you employed to navigate such complex regulatory issues?

No matter how much law school prepares us, real life challenges take you by surprise. Although we studied a few of the legislations pertaining to the securities market, it is such a niche area with heavy regulatory oversight that the first few months felt like a return to the academic rigor of college.

The first crucial lesson at NSE was understanding its dual nature. Firstly, it acts as a regulator of first instance, governed not only by a myriad of laws such as SCRA, SECC, and the SEBI Act but also by its own set of Byelaws, Rules, and Regulations. These are essential in overseeing every facet of the Exchange’s operations. Secondly, the Exchange operates like any other business, facing similar risks and requiring innovative strategies to remain competitive. My role was to bridge these two aspects seamlessly. This meant ensuring that new product ideas proposed by the business teams aligned with the regulatory framework established by SEBI. One strategy I personally employed revolved around prioritizing the Exchange’s regulatory responsibilities, ensuring all other initiatives conformed to this framework. A testament to this balancing act was our success in obtaining an exemption from the CFTC, a major U.S. regulator. This achievement, though time-consuming and challenging, was a significant milestone for us.

As a key member of NSE’s proposed IPO team, could you share some takeaways from working on such high-stakes projects?

Working on the NSE’s proposed IPO was a lesson in managing a multifaceted operation involving numerous stakeholders. You have the Company, the selling shareholders, the BRLMs, the Bankers, the Auditors, separate legal counsels for each of these stakeholders etc., and the Exchange’s proposed IPO was a landmark project for all involved. This complex process demanded extensive efforts from every department within the Exchange, with the legal team being no exception. In addition to providing information on the outstanding material litigations, we were also liaising with our internal teams and the Exchange’s external legal counsels (both domestic and foreign), who held the pen on the DRHP. Further, we were negotiating and finalizing all other agreements with the multiple intermediaries, all of which had its own challenges. 

For me, the process was immensely challenging yet fulfilling. Successfully filing the DRHP within the established timeframe was a testament to our collective hard work and coordination. The experience underscored a vital management lesson for me: with well-defined goals, clear role delineation, and assigned responsibilities, even the most daunting tasks and deadlines are achievable. This endeavour reinforced the wisdom of the adage, “If you want to walk fast, walk alone. But if you want to walk far, walk together.” It was a powerful reminder of the strength in collaboration and shared purpose.

Apart from the above, another intriguing aspect I gleaned from the IPO process is the concept of “self-listing.” Ordinarily, a company selects a stock exchange for its public listing. However, when stock exchanges themselves decide to go public, they have the option to list on their own platforms, a choice motivated by various factors. This practice is permitted in some jurisdictions, but my understanding is that SEBI ultimately did not endorse this approach. As a result, the country’s exchanges have to list on the competitor bourse. 

Transitioning from being a Deputy Manager at the National Stock Exchange to becoming a Counsel at Trilegal seems like a significant shift. What motivated this transition, and how did your role at NSE influence your current focus on dispute resolution?

At its heart, advocacy is about effective communication. This involves understanding the law, applying it to the facts of your case and ultimately seeking a relief for your client. This aspect of the legal profession has always been deeply fulfilling to me. While at NSE, I found myself on the periphery of advocacy, close yet not fully immersed. Thus, my transition from in-house role was motivated by my need to be in the driver’s seat. My confidence in my communication skills drew me towards dispute resolution.

Coming from an in-house background, I had a clear understanding of the motivations behind corporate litigation, whether for strategic positioning, financial gains, reputation management, preserving shareholder value, or avoiding setting precedents. This insight has been invaluable at Trilegal, where I can effectively align with and contribute to our clients’ litigation objectives. My tenure at NSE taught me the importance of understanding the fundamentals first – we had to learn how a service / product worked, the legal and regulatory regime / challenges around it, the external risk-factors etc. and break all of this down to a Judge, who did not necessarily specialize in the securities market. This is an approach I continue to adopt with my current Clients and their cases. By understanding a client’s business and the rationale behind their litigation, I can create a clear and effective legal strategy. Therefore, lessons learnt during my time at NSE continue to be guiding lessons / principles in my current work.

Moving to your current role at Trilegal, you deal with a wide range of matters, from civil / commercial disputes to white-collar crimes. How do you approach these matters across diverse areas of law, and what challenges do you typically encounter?

The firm receives a wide-range of commercial disputes mandates – arising from large shareholder disputes, complex lending transactions, cross-border IP disputes, the list goes on. Similarly, the firm also receives a wide ranging white-collar crime mandates – say internal investigations into corporate espionage, IP theft, misappropriation of funds etc., and these may result into various kind of proceedings before the Criminal Courts. In addition, we routinely appear in mandates challenging local municipal laws, arbitrary government action and the like. The challenges we face in these mandates vary – it could be us dealing with foreign clients who are new to Indian legal ecosystem (and thus managing expectations), not having the luxury of time, logistical challenges in execution of a strategy, to name a few.  

The approach I adopt in all these matters, irrespective of the diverse areas of law, is rudimentary. First, we meticulously review all the documents Clients share and prepare a comprehensive chronology of events – noting even seemingly minor details relevant to the case. Second, deep dive into the relevant laws, revisiting first principles, statutes and commentaries rather than relying solely on online resources or case law databases. This critical process helps identify both the strengths and potential obstacles in the client’s case. Third, once we have the legal and factual framework, we strategize the most effective path to achieve the client’s goals. This process will include all stakeholders internally, including the Partner. Once we internally deliberate this, we go back to the Client and give them all the options on how we can drive the matter and go on about executing it, based on their instructions. In my experience, these initial steps are crucial for successful outcomes and managing multiple cases simultaneously.

During your time as a secondee at Allstate India, what was your role? How did this experience impact your perspective on the intersection of legal and business functions?

At Allstate, my role was essentially that of an in-house counsel, a position I was already familiar with. My primary responsibilities included managing contracts and providing internal legal advice.  My background in dispute resolution enabled me to identify red flags in the standard contracts and negotiate more effectively with vendors and their legal counsels. Over time, I gained insights into the company’s common legal challenges, leading us to review and streamline their standard contract templates.

In my opinion, most companies see their legal team as cost centres,. he business teams which are keen on getting the revenue, see the legal team as roadblocks or business barriers. This perspective can lead to business teams overlooking crucial contractual provisions such as indemnities, representations, warranties, and dispute resolution clauses, either due to a lack of understanding or the misconception that these are mere boilerplates not warranting attention. While it’s true that these clauses may never be invoked during the life of the agreement if all things go smoothly and as planned, the real value of a well-negotiated indemnity clause, for instance, becomes evident in challenging times, potentially shifting liability away from the company. So this stint reaffirmed my belief that a strong in-house legal team is not merely a cost-centre, but a vital asset that can prevent unnecessary expenditures. Such teams can actually be very effective in ring-fencing the Company from foreseeable and unforeseen risks, thereby preventing value erosion. A competent legal department is instrumental in balancing business aspirations with realistic legal perspectives, ensuring a holistic approach to risk management and decision-making – a message that I reiterate to business teams I work with usually. 

With your extensive experience in handling high-value disputes, could you share a specific case that posed unique challenges and the strategies you employed to achieve a favorable outcome?

While there are several cases I could reference, confidentiality constraints prevent me from sharing specific names or details. It is key to note that each case throws unique challenges of its own and as such, our strategies need to be flexible and adaptable. A rigid litigation strategy often leads to less desirable outcomes.

For instance, in a case involving a shareholder dispute with a foreign institutional investor client, the primary conflict was between domestic institutional investors and the company’s promoters, who had made broad allegations that also implicated our client. Initially, we planned to respond to these allegations directly. However, we soon realized that such a strategy would unnecessarily draw attention to our client in a dispute that was primarily between other parties. Consequently, we revised our approach, choosing to specifically address only the most serious allegations and then shifted our focus to the legal intricacies of the case. This allowed us to take a more reserved role. As the conflict escalated, involving cross-appeals and arbitrations, our client began to be perceived as a neutral entity and was gradually removed from the core of the dispute (we were either formal parties or not arrayed as a respondent altogether). This strategic shift not only limited our client’s legal expenses but also enabled them to divest from the company without loss.

Contrastingly, in another shareholder dispute, our approach was entirely different. We aggressively addressed each allegation and actively litigated before various foras, to preserve shareholder value and safeguard company assets, amidst a battle between majority and minority stakeholders. This experience underlined the importance of maintaining a dynamic and responsive strategy in litigation.

As an alumnus of the National Academy for Legal Studies and Research (NALSAR), Hyderabad, what aspects of your legal education do you believe have been most valuable in shaping your career? Additionally, what advice would you give to fresh graduates aspiring to pursue a career in law based on your journey so far?

Reflecting on my academic journey at NALSAR, Hyderabad, I realize it’s a narrative too rich and complex for a brief summary. Suffice to say, the true value of NALSAR lay in its exceptional faculty, who fostered an environment of independent and critical thinking – a mode of learning that was entirely novel to me. Equally significant was the company of my peers, a group of incredibly driven individuals with clear objectives and ambitions. Their presence was a constant source of motivation, pushing me to surpass my perceived limitations and achieve things I never thought possible.

Looking back, the most crucial lesson from my college experience is the belief in the boundless potential within ourselves. To the graduates embarking on their legal careers, I want to impart this wisdom: the path may seem daunting, and it’s natural to feel overshadowed by others who appear more accomplished. However, remember that your journey is unique and will unfold in its own time. Treat yourself with kindness, acknowledge your achievements, and maintain patience, a vital trait for any legal professional. Trust in your journey, and know that perseverance will guide you to your destination.

Lastly, for those looking to have a career in disputes resolution at law firms, do you have any tips / suggestions?

I believe litigation – whether in a law firm or independently – requires the same set of skills. Law firm cases may often be high-stake or involve significant amounts, but the fundamental approach remains the same. A few things to consider: 

  • Integrity is key to this profession and your reputation. Do not rely on shortcuts and keep all your dealings above board. 
  • Patience is crucial. You might find yourself waiting for extended periods in court, only to speak for a brief minute. Achieving the results your client desires often requires persistent effort and time. Stay patient.
  • Time management is essential, especially early in your career when tasks may seem overwhelming. Gradually, it becomes more manageable. Be prepared to deal with urgent cases and client demands, sometimes with little notice. It’s better to devote extra time to fully understand a case than to be unprepared in court.
  • Develop a reliable process. Being thoroughly acquainted with both the facts of your case and the relevant law is vital. Establish a method that works for you and apply it consistently to each new client or case. 
  • Emphasize teamwork, particularly in a law firm setting. You’ll likely be handling multiple cases simultaneously, so coordinating effectively with your team is key. Remember, you can’t be in two places (read as court halls) at once, so dependability and ownership are important.
  • A quick and sharp presence of mind is essential for dispute resolution lawyers. While you can take time to respond to client queries, the same isn’t true in court. Being unprepared could lead to immediate decisions from the judge, potentially unfavourable to your case.
  • Understanding the concepts is far more important than knowing sections / citations. The concepts should be so clear, that even a common man can understand your iteration of it.  

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