Neil J Wertlieb Receives Business Law Section’s 2024 Roland E. Brandel Lifetime Achievement Award

Written by Paul J. Pascuzzi*

The Business Law Section is pleased to announce that Neil J Wertlieb has been selected to receive the Business Law Section’s 2024 Roland E. Brandel Lifetime Achievement Award. This prestigious award is given annually to a California lawyer who “over an extended period has made significant contributions to the Business Law Section or to business law generally in the State of California and who has achieved high status in the legal community.” The newly named Roland E Brandel Lifetime Achievement Award will be presented to Neil at the California Lawyers Association Annual Meeting in San Jose.

Neil’s addition to the exclusive list of California business attorneys and legal scholars who have received this award is well deserved. Neil is honored to be the inaugural recipient of the award under its new name, honoring a longstanding and tireless titan of the Business Law Section (“BLS”), Roland E. Brandel. Roland is a member of the exclusive list of attorneys already recognized by the BLS for lifetime achievement. This year, however, the BLS further recognizes Roland for his leadership, guidance, integrity, and impactful decades of service to the BLS and the legal community. Please take a few minutes to scroll over to the BLS website (https://calawyers.org/section/business-law/lifetime-achievement-award/) to read the articles about Roland and other prior award recipients. It will be well worth your time and might inspire you to new heights in your legal career. I am one of many who can say Roland has been a mentor, leader, and inspiration.

Neil is one of the rare professionals who meets—and exceeds—all the qualifications for the Lifetime Achievement Award. In addition to his high status in the legal community, Neil has made significant contributions over an extended period to the BLS and to business law in California. From recognition of his broadly applicable transactional skills, to his service as lead editor on some of the most recognized authorities in corporate law, his record teaching at top law schools, his leadership in attorney ethics, his service as an expert witness for nearly two decades, and his service in the BLS, Neil has had one of the most comprehensive business law careers of any awardee. In his own humble way, Neil will chalk that up to fortuitous opportunities, but, as you will see, Neil’s hard work, determination, and smarts went a long way toward creating those opportunities.

Neil’s parents were born and raised in New York City, but within six months of Neil’s arrival the family moved to Los Angeles. Neil’s father, Martin, worked in management consulting, mostly in executive compensation. After a successful career consulting, Martin retired at age 59. His success and expertise lead him to expert witness work in litigation involving executive compensation. Neil’s mother, Jeanne, was a successful artist in a variety of mediums, including painting, drawing, pottery, and weaving. In her artistry, she discovered a passion for jewelry, which became her focus for the second half of her life. She even had a few jewelry pieces presented in Vogue magazine. Neil’s younger sister, Tara, inherited the family art gene from their mother and is a talented artist and art teacher. Neil swears he has no artistic talent, so we will move on to his other talents.

Neil’s college education started at the University of California, Berkeley. Neil had always excelled at math in his academic journey, so he started as a math major. During his first quarter at Cal, however, he received his first-ever B on a math test. That shook him enough to change his major to philosophy, another subject he had an interest in. His parents, however, convinced him to consider a major that might generate more employment opportunities. After exploring political science, economics, and other majors, he ended up in the business school at Cal and graduated with a Bachelor of Science Degree in management science. Neil was one of a very few graduates with that specific undergraduate major at the time, which allowed Neil to further develop both his extensive math and science skills and his interest in business.

As for many lawyers, Neil’s path did not take him immediately to law school. After graduating from Cal, he got a job in computer programming in Mill Valley. Neil found this job to be remarkably interesting and challenging in that it utilized his training in math in the business context. At the time, Microsoft and Apple, as well as Silicon Valley, were in their infancy. But even though Neil enjoyed his programming job, law school had always been a possibility in his mind. He applied and was accepted at UC Hastings College of the Law (now known as UC College of the Law, San Francisco). Neil then faced the difficult choice of continuing in a job he loved or going to law school. Always the problem solver, Neil chose to do both! Neil did very well in his first year of law school, ending up ranked number five of 503, despite continuing to work as a computer programmer. That status gave Neil the opportunity to transfer to the fifth-ranked law school in the country at the time, UC Berkeley School of Law. Neil missed Berkeley and being part of a real college campus, so he jumped at the chance to attend Berkeley Law.

Neil’s continued success in law school allowed him to serve as a judicial extern for California Supreme Court Associate Stanley Mosk. Neil evaluated petitions for hearing and drafted judicial opinions for Justice Mosk, who was the longest-serving justice on the California Supreme Court. Neil also worked as a summer associate at O’Melveny & Myers in Los Angeles. One of Neil’s mentors at Berkeley Law introduced him to the partner in charge of hiring, and Neil took it from there. Neil wanted to work in Los Angeles, where his family lived, but he also appreciated that O’Melveny then allowed its new lawyers to rotate through many areas of the firm to decide where to specialize. Neil, ever the curious learner, sampled all the areas the Los Angeles office served at the time before deciding on corporate law.

Neil found it fascinating to experience so many areas of the law and very much appreciates the opportunity he had at O’Melveny to become knowledgeable in several of them, including litigation, employment, and tax. Neil points to that broad experience, and to his desire not to be pigeonholed into one area of the law, as greatly beneficial to his practice. He has always had the desire to be more focused on client relations, which, along with his broad experience, means he has been able to meet all of a client’s needs. Nonetheless, as much as he enjoys being able to assist a client in all its various needs, Neil spent eight solid years developing his expertise in corporate law with some of California’s brightest legal minds. One such person was R. Bradbury Clark, who was head of O’Melveny’s corporate department when Neil started his career. Mr. Clark was one of the visionaries in starting what eventually became the Business Law Section and one of the founders of the initial Corporations Committee within the State Bar.

While Neil’s career in corporate law was developing, the economy hit the skids in 1992— which wasn’t so great for corporate lawyers. Neil’s corporate law and more general legal expertise, however, created an opportunity to serve as general counsel for what became the fourth largest U.S.-based provider of international telephone service, IDB Communications Group. Neil established and supervised a legal department of nine attorneys and five legal assistants. While at IDB, Neil managed what was at the time the second largest equity offering by a NASDAQ- listed company. Neil’s stellar work for IDB led the chairperson of IDB to enlist his assistance in acquiring a controlling interest in the Los Angeles Kings hockey team. Neil then served as general counsel and a director for the Los Angeles Kings as well. Neil recalls that his experience with IDB and the Los Angeles Kings in being a client of lawyers made him even more appreciative of—and focused on—serving clients’ needs.

When both IDB and the hockey team were acquired by other companies, Neil went back to practicing law with a top-notch law firm, Milbank LLP. Milbank had opened an office in Los Angeles in 1987 by luring away many of the O’Melveny transactional attorneys. It didn’t take much convincing for Neil to join his former friends and colleagues who had moved over to Milbank, where he has been for over two decades, practicing high-level general corporate transactional law.

You name it, Neil has done it for Milbank—securities offerings, acquisitions, finance and restructurings, and other business transactions—many of which received significant recognition, including: the initial public offering of a California-based home builder that was listed as a “Top 10 IPO” by the Daily Journal; the restructuring of a social network company, for which Milbank received the “Deal of the Year” award from The M&A Advisor; representing the finance subsidiary of one of the world’s largest automotive companies in numerous debt financings totaling almost $20 billion; representing two different alternative energy companies in sale transactions, for which Milbank received the “Top Legal Advisor Award for M&A” from Bloomberg New Energy Finance; and representing unsecured lenders in the restructuring of a print media company with over $10 billion in debt. Neil is most proud of his service as General Counsel for the entire Milbank firm from 2022 until recently. Among other roles, Neil also served the firm as Chair of the Risk Management Committee, Chair of Ethics Group for California practice, and hiring partner for the Los Angeles office.

Neil also has excelled as an academic, teaching at numerous prestigious law schools. His teaching path started when (fortuitously, as he would claim) he was approached by an associate of his at Milbank to co-teach a law school class on business transactions. Having served as hiring partner at Milbank and noticed that new attorneys lacked some basic transactional skills, Neil and his associate designed a course to focus on deals, negotiations, contract drafting, and ethics. Neil has been teaching that course at UCLA School of Law, called “Life Cycle of a Business: From Start-up to Sale,” for the past 23 years. Neil also teaches a similar transactional skills course at UC Berkeley School of Law, entitled “Venture Capital Deal Bootcamp: From Startup to Sale.” In prior years, Neil taught similar courses at USC Gould School of Law (“Counseling the Startup Company”), UC Irvine School of Law (“Life Cycle of a Business”), and Santa Clara University Law School (“Legal Issues of Start Up Business”). Obviously, Neil’s teaching skills and creative design of the transactional skills course were in high demand.

One other law school interaction deserves mention, and that is Milbank@Harvard. As a partner at Milbank and a member of the firm’s Professional Development Committee, Neil participated in the original formation and design of the Milbank@Harvard program in 2011. Milbank@Harvard is a professional development program that provides attorneys at Milbank with immersive week- long programs to build leadership and business skills each year, for three years, as lawyers progress from mid-level associates to senior associates. The program is led by Harvard Law School and Harvard Business School faculty and provides intensive, interactive courses on finance and accounting, leadership and team management, strategy, marketing, negotiations, and macroeconomics. As Senior Advisor, Neil attends program sessions at Harvard and provides input, guidance, and assistance in formulating the program and connecting it to work at a law firm.

With that impressive experience, it is no wonder that Neil excelled with the Business Law Section. A bit ago, we mentioned an early mentor of Neil’s at O’Melveny, R. Bradbury Clark. Well, Mr. Clark was the person who inspired Neil to give back to the legal community. Mr. Clark was one of the founders of the original Corporations Committee at the California State Bar, which eventually led to the creation of the Business Law Section. Not surprisingly, Mr. Clark is a BLS Lifetime Achievement Award recipient. While at O’Melveny, Neil had served on what was then known as the BLS Partnerships Committee. When he joined Milbank, he wanted to get back into serving the legal community, so he joined the Corporations Committee. His excellent work on the Corporations Committee led him to be named Co-Chair. Thereafter, he joined the BLS Executive Committee, which, to no one’s surprise, he chaired during the 2006-07 bar year. Neil has served as an Editorial Advisor for the BLS publication the Business Law News since 2008, and he tells us to watch for the first ever ethics-focused BLN issue coming soon. Neil also served on the BLS Business Litigation Committee, including as its Chair in 2019-2020. Many of Neil’s more than 50 business publications and more than 100 presentations have been for Sections, formerly of the State Bar, that are now Sections of the California Lawyers Association.

In addition to his expertise in the corporate transactions area, Neil became an expert in ethics, helping to pioneer the development of ethical standards in California transactional law. Around the time his term as Chair of the BLS Executive Committee expired, Milbank asked him to establish an ethics group for the firm’s California practices (fortuitously again, he would claim). As a New York-based firm, Milbank needed a method to monitor and ensure ethics compliance in its California practices. While honored and surprised to be asked to create an ethics group for the firm, Neil had not previously focused on ethics. Looking for experience and knowledge, Neil applied for membership on the California Committee on Professional Responsibility and Conduct, known as COPRAC. (COPRAC is a standing committee of the Board of Trustees of the State Bar of California, with responsibility to develop and issue advisory ethics opinions to assist attorneys in understanding their professional responsibilities under the California Rules of Professional Conduct.) Without any prior experience, his prospects of being accepted on COPRAC were slim. However, Neil had an angle: COPRAC historically had been (and at the time was) made up solely of litigation lawyers. Neil could bring his extensive experience as a high level transactional attorney to COPRAC to expand its reach. The rest is history, as Neil became the first-ever transactional attorney on the committee. Neil chaired the committee from 2012-2013, authored several ethics opinions, and, as Chair of its Rules Revisions Commission Subcommittee. led COPRAC’s efforts in reviewing and commenting on proposed new rules of professional conduct.

Neil’s work with COPRAC led to him being asked by California Lawyers Association leadership to explore creating an ethics committee within the CLA. In 2019, Neil proudly served as a founding member and inaugural Co-Chair of the California Lawyers Association Ethics Committee, after serving as Co-Chair of the predecessor CLA Ethics Steering Committee charged with the responsibility for establishing the Ethics Committee. Since 2013, Neil has served on and chaired (2018-2019) the Los Angeles County Bar Association’s Professional Responsibility and Ethics Committee, which, like COPRAC and the CLA Ethics Committee, prepares written opinions and responses to questions concerning ethical duties of lawyers.

One other aspect of Neil’s fine career that deserves mention is his work as an expert witness. Neil first got involved in expert witness work nearly 20 years ago, when he was asked to serve as an expert in a lawsuit involving a telecom transaction because of his prior experience as general counsel for the telecom company IDB. His work as a transactional lawyer at Milbank, his broad general corporate law experience, his service at the State Bar, his teaching at several law schools, and his expertise with attorney ethics lead to him opening his own firm in 2017 to offer expert witness services. Neil has served as an expert in well over 100 cases now, and he just recently retired as General Counsel at Milbank to focus on his expert witness work. That work is particularly special and important to Neil, in that he is following in his father’s footsteps by having developed experience and expertise in an area and then using those skills and knowledge to serve as an expert witness.

Neil’s service to the legal community, his efforts to develop a high level and broadly applicable corporate transactional practice, and his contributions to California law are unmatched. After interviewing Neil about his impressive career, I had to ask him: how does he do all this— from his law school teaching at UCLA and UC Berkeley, the Milbank@Harvard program, serving as General Counsel at Milbank, and his expert witness career, to building and maintaining his high level corporate transactions practice? (And, by the way, Neil has served since 2012 as General Editor for Ballantine & Sterling: California Corporate Laws, taking over for one of his mentors, R. Bradbury Clark, when he passed away. Not only that, but Neil is also a marathon runner!) Neil’s answer was that he could not have done it without the support of his wife, La Donna, whom he met 29 years ago, on his first day at Milbank, where La Donna was an accounting manager. Neil and La Donna are proud of their three wonderful sons. Cole is 25 years old and working in San Francisco, in strategic finance. Identical twins Ian and Drake, who are 22 years old, just graduated from college. Ian is in New York, working in investment banking, and Drake is working in San Francisco, in finance and banking. Certainly, the talent for business and finance runs in the Wertlieb family.

Neil is enormously proud to join the exclusive club of BLS Lifetime Achievement Award recipients that includes his mentors and heroes like R. Bradbury Clark and Roland Brandel. As you can see from this article, Neil’s intellect, hard work, determination, and innate sense of professional responsibility have driven him through an impressive career that continues today in the expert witness arena. Fortuitous? Maybe at times, but as the Roman philosopher Seneca reportedly said, “Luck is what happens when preparation meets opportunity.” Congratulations, Neil, and, on behalf of the Business Law Section, we thank you for all you have done for the business and legal community in the State of California!

* Paul Pascuzzi (Felderstein Fitzgerald Willoughby Pascuzzi & Rios LLP in Sacramento) served as chair of the Business Law Section in 2009- 2010 and currently serves as an advisor to the Executive Committee and chair of the Roland E. Brandel Lifetime Achievement Award Selection Committee.