The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
Dawn Belt, Partner—Corporate; Co-Chair, Hiring Committee
Dawn Belt advises technology companies on a broad range of general corporate and complex transactional matters, including startup counseling, venture capital financings, mergers and acquisitions, public offerings, SEC compliance, and corporate governance. In 2017, Silicon Valley Business Journal named Dawn to the Women of Influence list, which honors Silicon Valley’s 100 most influential women. She was also honored among the 2017 Women Leaders in Tech Law by The Recorder. Most recently, The Daily Journal recognized Dawn as one of California’s Top Women Lawyers in 2018.
Prior to joining Fenwick & West, Dawn served as a judicial extern for Magistrate Judge Joseph C. Spero in the U.S. District Court, Northern District of California. She also worked as an economic consultant specializing in the valuation of technologies and business ventures.
Dawn is based in Fenwick’s Silicon Valley office and is the co-chair of the firm’s hiring committee.
Describe your practice area and what it entails.
As a partner at Fenwick & West, I advise technology companies—both established industry leaders and cutting-edge startups—on a variety of business-focused legal matters. I spend about 70 percent of my client time with private companies—primarily general corporate, fundraising, and strategic transactions—and about 30 percent with public companies—primarily securities offerings, SEC compliance, and corporate governance.
In addition to my client-facing legal practice, a large part of my job is to help build my firm and community, particularly through recruiting and training, as well as business development, process improvement, and mentorship.
What types of clients do you represent?
My clients have included leading tech companies like Facebook, Dropbox, ServiceNow, GoPro, Bill.com, BuzzFeed, and Eventbrite, as well as smaller, less prominent companies that may one day also become technology giants. I’ve also had the privilege of representing a large number of female-founded startups, including This is L., Kindbody, rewardStyle, and Baobab Studios. I love being part of this growing cross section of the tech market.
What types of cases/deals do you work on?
In the last two years, some of my notable publicly announced transactions include large financings for Brandless, Proterra, Bill.com, Buzzfeed, and Silver Peak Systems; Rule 144A notes offerings for GoPro and ServiceNow; Nimble Storage’s $1.2 billion acquisition by Hewlett Packard Enterprise; and numerous other smaller acquisitions and financings.
How did you choose this practice area?
My introduction to professional services came in my first job out of college as an economic consultant. I loved the challenge of the project-oriented work—which involved researching, writing, and completing both quantitative and qualitative analysis; the camaraderie of my team members; and the interactions with bright and engaged clients. At the time, I didn’t know much about what I might want to do after graduate school (and had no idea what a corporate lawyer actually did), but I knew I wanted to work in an area/function with similar qualities. After a lot of exploration during my J.D./M.B.A. program, I found that a corporate law career at a firm like Fenwick would be a great fit for me. This practice area and environment has provided similar opportunities to dig deep into complex issues, collaborate with very smart team members, and work closely with clients to solve critical problems. It’s an incredible practice area for people who like problem-solving, enjoy social interaction, and aren’t scared of tackling a wide variety of challenges.
What is a typical day like and/or what are some common tasks you perform?
As a junior associate, I did many of the typical tasks related to diligence, simple document drafting, project management, client and team communication, legal research, and the myriad steps required to close transactions. As I advanced in seniority, I spent more time on project management and negotiations, as well as complex drafting and strategic counseling. Now as a partner at the firm, though I still spend a slight majority of my time on legal work (primarily reviewing associates’ work, structuring transactions, and advising on more complex or judgment-heavy issues), I spend significant amounts of time on client- and business-development efforts (including board meetings, client communications that aren’t specifically legal in nature, meetings with prospective clients, and events) and administrative tasks and also focus on mentoring and recruiting attorneys and staff.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
Take as many tax and accounting classes as reasonably possible. These are hard areas to learn on the job, and having some academic preparation is very helpful. Find opportunities to learn and practice public speaking and negotiations. Clear and effective communication is key to success. Another very important and often overlooked skill is the ability to prioritize, triage, and balance many competing demands. Learning how to do that early in one’s career is essential to thriving in a startup-focused practice.
What do you like best about your practice area?
One thing I really love about my job is that I learn something new every day. Over the course of my career, I have worked on more complicated transactions, which have allowed me to continue developing my craft. Large, late-stage private financings are a big part of my practice, and there are always new and complex issues to think about.
During my many years at Fenwick, I’ve found this to be an incredibly supportive environment that has provided amazing client and career development opportunities. It’s been a wonderful place to develop my skills as a lawyer and manager, and now as a business owner.
What kinds of experience can summer associates gain in this practice area at your firm?
We want our summer associates to gain real-world work experience and develop an understanding of the professional and personal development opportunities that Fenwick can provide. Much like our first-year associates, summer associates dive into challenging and varied work assignments that include research and analysis; due diligence; and the drafting of documents for corporate financings, mergers and acquisitions, IPOs, and incorporation documents for startup companies. Our summer associates walk away with a solid understanding of the business and legal concepts that are key for our clients, such as formation, IP assignments, preferred stock financings, securities law considerations, and general corporate matters that are common to startups.
What are some typical career paths for lawyers in this practice area?
Most corporate startup lawyers who do not stay in a law firm end up working in-house at tech companies, whether at a smaller company as a first or second lawyer or as part of a more mature legal team at a larger company.
How is it different working with entrepreneurs in contrast to large corporate clients?
Most entrepreneurs are not lawyers and have much higher risk tolerance than that of legal departments at large corporations. Our role is to provide tailored advice and services that address the specific needs of each particular client in each particular situation. That often means we must approach the level of explanation, and depth of exploration, of the menu of options available at each decision point very differently for these different types of clients. Being able to appropriately address these different audiences is critical for success; it’s also fun to wear the different hats, and our learnings in one area often (perhaps unexpectedly) help us improve in other areas as well.