Diversity in Practice: Intentional Impact – The Black Venture Accelerator

In part two of this year’s Fellows subseries, Wetmore Fellows Alex Devine and Kimberly Valladares host a discussion with Boston Managing Partner David Ephraim and Washington, D.C. Finance Partner Crystal Kaldjob about the inaugural Black Venture Accelerator (BVA) program. Designed to foster financial inclusion by providing access to sophisticated legal services as well as opportunities for growth, the BVA is an innovative new pro bono program that offers Black founders and Black-owned businesses pro bono legal services tailored to help their companies progress to new heights and that offers additional business support and counsel to help them scale their ventures.

The 3-part subseries on “Intentional Impact” is designed to look at the ways in which the firm demonstrates its continued commitment to advocacy for people and communities who would otherwise have limited or no access to justice. Each episode is hosted by a 2021 Wetmore Fellow and/or SEO Law Fellow.

Transcript

Speaker: Welcome to MoFo Perspectives, a podcast by Morrison & Foerster, where we share the perspectives of our clients, colleagues, subject matter experts, and lawyers.

Ayanna Ryans-Holder: Welcome to the Diversity in Practice Podcast—a part of MoFo Perspectives. My name is Ayanna Ryans-Holder, and I am an Attorney Diversity and Inclusion manager at MoFo, and I manage and coordinate our inclusive recruiting initiatives. In my role, I oversee the Wetmore Fellowship for Excellence, Diversity, and Inclusion. In this episode of the fellows’ three-part subseries, Intentional Impact, Wetmore Fellows, Alex Divine and Kimberly Valladares welcome Crystal Kaldjob, a finance partner in our Washington, D.C., office, and David Ephraim, managing partner of our Boston office, to discuss the creation and goals of our new Black Venture Accelerator.

Kimberly Valladares: Hello, my name is Kimberly Valladares and I am a 1L Wetmore Fellow in Morrison & Foerster’s San Francisco office. The Keith Wetmore 1L Fellowship for Excellence, Diversity, and Inclusion program serves first year law students from underrepresented backgrounds and supports them as they participate in MoFo’s Summer Associate Program.

Alex Devine: And my name is Alex Devine, and I’m a 2L Whitmore Fellow in MoFo’s New York office. As part of the Whitmore Fellows Program’s commitment to diversity and inclusion, Kimberly and I are thrilled to host this episode of the fellows’ subseries of the Diversity in Practice podcast series.

Kimberly Valladares: Joining us today are David Ephraim, managing partner of Morrison & Foerster’s Boston office and global co-chair of the Financial Transactions group, and Crystal Kaldjob, co-lead of the firm’s Fintech practice and partner in MoFo’s Washington, D.C., office. David, Crystal—thanks for joining us to talk about MoFo’s Black Venture Accelerator program, or BVA for short. BVA is an important program at Morrison & Foerster that empowers Black business founders and Black-owned businesses by providing pro bono legal services tailored to help each company progress to new heights. The BVA works to bring together experienced lawyers, industry experts, leading executives, seasoned entrepreneurs, and investors to provide creative and practical solutions to business challenges, mentorship, educational resources, and networking and collaboration opportunities. But before getting into further detail about the BVA, I was hoping we might get to know each of you a bit better. Can you both tell us a bit about your practice, and how you came to be at Morrison & Foerster doing the work that you do now? David, why don’t we start with you?

David Ephraim: Thanks, Kimberly. And first of all, thank you both for inviting Crystal and me to speak at this podcast. We’re really looking forward to it. So, my background is, I came to MoFo two years ago from a boutique lender counsel finance firm. I’d been there for just about 30 years. The reason we came to MoFo is that our client’s work was becoming more and more complex and intertwined with other practice areas; increasingly becoming tougher to represent these clients in a boutique law firm context. So, we projected that we would need an enhanced platform in the next few years. And then serendipity, MoFo was opening up an office in Boston. I knew several people there who reached out to me and told me of the plans and asked if I would be interested. Long story short, it was a perfect fit. For us, the talent, the sophistication of the platform at MoFo, plus the culture that we really wanted, was here. And every person we met along the way was both committed to the profession, very talented, and also committed to the mission of doing more for our community as lawyers. And that resonated with the group that I came over with back then.

Crystal Kaldjob: Thanks to both Kimberly and Alex for having us here to talk about BVA. Similar to David, I lateralled to MoFo from another firm, and I’m in the Financial Services and Fintech practice. I specialize in payments and lending, and MoFo was often on the other side of the table on some of the work that I was doing. And what I saw at MoFo, which is something that’s true to my heart and what we’re doing here with the BVA is that a lot of the folks that I was sitting across from the table were women or people of color. And when MoFo came knocking, I thought to myself, this was a great firm doing very similar work that I do in an environment that I think has helped me thrive as a former associate and now as a partner. So it’s been a great experience, and the BVA has been a culmination of that to show MoFo’s real commitment to diversity, which is why I am still here.

Kimberly Valladares: Wonderful. Thank you both for sharing. Crystal, you touched on this just briefly, but for the both of you, how does your practice intersect with the initiatives that you’ve been interested in such as BVA?

Crystal Kaldjob: BVA is intended to provide pro bono legal services to Black-owned businesses and given where we are today, I think in society, a lot of that picks up with respect to financial services, products and services, and fintech or financial technology in general. That’s what my practice has been throughout my career. I started as a baby lawyer—as a financial services attorney. Fintech has been a relatively new practice area, although you’ll see some folks will say that fintech has been around since Visa, MasterCard started their networks, that was fintech in its infancy. So a lot of the companies that are part of our inaugural class kind of fit within that mold of what we were trying to do in terms of starting at BVA and what I do in my practice generally and wanted to provide really sophisticated legal services to these businesses.

David Ephraim: And for me, as to how my practice intersects with the work of the BVA, it really doesn’t. And I think frankly, that’s the point. It doesn’t have to. It’s great if it does, but I think part of our messaging here is that we’re lawyers at a big firm. If we can’t handle something, we can find somebody who can; and furthermore, it’s a good message to our associates that you don’t have to wait for perfect circumstances to try and help and make a difference. You went to law school, you learned a lot, you at least know in which direction to point somebody when they have a question, and if we all jump in and help, then we’re just adding to the community more people who can take this to the next level.

Alex Devine: Great. I would now like to shift to a more substantive conversation focusing on today’s topic and that’s the BVA’s work and its importance to the mission of the firm. So I guess we’ll start with Crystal. Can you tell us a little bit more about what inspired the firm to start the BVA, maybe the purpose of it and its role in addressing historical divestment of Black businesses particularly?

Crystal Kaldjob: So I think we were all a bit in a state of shock with the racial injustice, particularly with George Floyd, and MoFo put out a pretty strong statement. The chair of our firm put out a strong statement about racial injustice and how we were outraged and offended by the events that were happening in the U.S. and quite frankly, across the world. But one thing that we wanted to do with thinking of the BVA is we wanted to make a term that’s been used is some type of intentional impact. What could we do that would actually make a change to help, to move a step towards helping with some of the racial injustices and the inequities that we see, particularly with Black businesses. For MoFo, I think personally is what I think has a strong commitment, both internally towards diversity and inclusion, but also externally with our pro bono efforts with diversity and inclusion and helping providing legal services to those in need.

Crystal Kaldjob: And I believe that BVA was that fourth step for us in saying, what can we actually do to make an intentional impact in the lives of Black Americans? And particularly focusing on Black businesses, they may be at a stage in which they don’t have either the connections or the funding to afford a firm like MoFo to form the sophisticated law firm services that MoFo could provide. And so we wanted to provide Black owned businesses with access, things that we would consider a privilege, right, to be able to afford MoFo or any other large law firm. And so that was the origin of BVA. We were thinking, what can we do to make an intentional impact? How can we bring sophisticated legal services to Black-owned businesses? All of this was at the backdrop of the events that were happening summer and fall of last year and the racial injustice and how I think the U.S. in general were thinking about what are things that we can do, actual impactful actions that we can take to move towards mitigating, I shouldn’t say solve, racial injustice, and BVA kind of sprung out of that. And so it’s not only access to pro bono legal services, but also access to more privileged businesses would have access to, like investment bankers, investment advisors, investors in general—other services that they wouldn’t otherwise have been had access to.

Alex Devine: Yes. Thank you so much. I definitely remember that feeling last summer, that ethos, even here at the firm, and tying in this intentional impact. I think it’s so important that we have these types of programs, because so often there’s so much lip service given to these things, but a firm like MoFo really, we see this intentional impact. So moving on a little bit from that, the inaugural BVA class have industries that run the gamut, from fintech to agro-industrial, health, and hair. Can you please tell us a little bit about the selection process, maybe beyond being quote unquote Black-owned businesses? What are some of the other criteria that were maybe important for the committee that you are on when deciding what businesses would be selected?

Crystal Kaldjob: We got a lot of applications. I believe it was between 130 and 160 different applications and they ran the gamut. I think that was just the excitement of hearing that a firm like MoFo was offering this Black Venture Accelerator and free legal services to Black-owned businesses. And so as part of the selection committee, I would put it in three categories, right? A business plan—one of the things that we wanted to make sure was that the applicants that we would ultimately select as part of the inaugural class had a business plan, a developed business plan is actually what their product or service offering would be, where they were looking to grow that. And the second piece is their specific legal needs. Did they articulate what they needed and what they would look at MoFo for? Right. We are a full service firm.

Crystal Kaldjob: We can offer a lot of legal services on the full spectrum, not just in financial services or financial transactions like David. We do IP. We do litigation. We do tech transactions. There are lots of legal services that we can offer. So we wanted to make sure that they articulate it—specific legal needs and that MoFo could actually offer those legal needs to the participants in the BVA. And then the third thing I would add that we were looking at, as well was, what were they doing? What were they offering? Many of the participants in the inaugural class, they’re doing something to make an impactful change. And that was something that really rang for us. It was a business that was not only offering something for gain, but really trying to make a change or make some impact, whether it was providing more products to people of color.

Crystal Kaldjob: I think Luna Magic is one of those. It’s a makeup, cosmetic company. They’re offering makeup products to people of color. Latino and African Americans makeup that works for them. You have companies like AgriLedger, which is a distributed ledger platform that is intentionally trying to bring transparency along the agricultural value chain and to build trust in some of the stakeholders. They provide tracking of all financial obligations and help facilitate distribution of payments to those in the agricultural supply chain. And so we were looking for companies that were—not only did they have a business plan, not only did they articulate their specific legal needs that we could offer and provide them, but also that they were looking to make some type of impactful change.

Alex Devine: Excellent. And drawing a bit more on that—this legal need prong. The second thing you had mentioned, and I’ll pass it back to David now and then ask you again, Crystal, but have you found there’s any unique, challenging aspects when representing these businesses, helping them get off the ground, and maybe if so, and would you be open to tell us a little bit more about your role in helping these businesses overcome those hurdles?

David Ephraim: Sure. First, let me add something to what Crystal said, because in addition to all of the factors that went into the process of picking companies, there were a number of companies that were in what I’ll call regular businesses, but they wanted to do something special with those businesses. Part of picking those companies and then listing them on our website was to show the community that you don’t have to be inventing Facebook, Google, or the next generation of computing to be an entrepreneur or take your business to that next level. And the companies we are helping, as you can see, in the the list of companies we’re working with now are in the funeral business, wig business, fashion business. You don’t need to code to be successful in those businesses. And we want people to see that, hey, if they can do that, I can do that. Let me work on this.

David Ephraim: Maybe I can come up with a business plan. So, the impact of the BVA is far broader than these 16 companies. And that was part of what went into the companies we picked, as well. As to your other question about unique and challenging aspects representing these businesses, yes. Being a lawyer, generally speaking, is being a guide, an educator, and teaching your clients how to be successful within the legal framework. When you’re working with new companies, especially with pro bono companies, they’re really excited about what they’re going to do, and they have a tendency, as do a lot of entrepreneurs, to want to do everything at once. And that eagerness and impatience makes it hard to do anything well. So as a seasoned lawyer, who’s worked with a number of companies, I can do some guiding in that respect and have them pace themselves into focusing maybe on one thing at a time or a few things. I’m giving them practical advice on how to order the different things they do and why and showing them how they can iterate and improve later. So a lot of what we do is legal, but it’s also a lot of common sense, objective advice.

Alex Devine: I’ll ask you the same question, Crystal. If you have noticed there are any sort of these unique challenges for providing these legal services. Love to hear what you’ve found.

Crystal Kaldjob: Part of what BVA is set up to provide is also not only the legal services, but it’s the action. And I mentioned it earlier that BVA, the purpose of it, is we’re doing pro bono legal services, but we’re also giving these participants access to investors, investment advisors, a network that they would not otherwise have access to. And so that’s I think probably one of the challenges that if you are generally as a start-up, you have these challenges, but as a Black-owned start-up, or even more mature company, you may not have access to investors or investment advisors or other types of networks that will help you grow your business and maybe provide advice. And I think it’s also the network at MoFo. As an example, yesterday, I was talking to one of my partners about a fund that he has been working with on a paid basis, but they are interested in partnering with Black-owned businesses. And so making the connection there that these companies would not otherwise have access to, I think that’s at the core of what BVA is intended to do, making the intentional impact. That doesn’t answer your question wholly, but it answers kind of the hurdles that they face and something that we’re trying to address through our network here at MoFo.

Alex Devine: And just touching a little more on that. What role as a partner do you both play on the day-to-day or beyond the selection process, maybe more on this advising or legal work, if you, either of you want to talk a little bit more about that detail?

Crystal Kaldjob: So one of the great things about the BVA is that we work in groups. Oh, let’s just say great about MoFo as well. But we work in groups and cross practice groups. I’m leading or participating in two groups, two participants in the class, the inaugural BVA class. I’m working with folks in our corporate practice. I’m working with folks in, obviously, my financial services practice and litigation to service the participant. And so one of the things as a partner that I’m trying to do is give more control ownership to the both junior mid-level and senior associates that I’m working with to BVA participants. I’m just there as a guide, as a resource to help them direct. I think David mentioned this a little bit earlier, to provide them with some of the strategic guidance and direction that we just generally have as a firm for providing legal services. That’s the role I play. I play it with the clients, but I also try to play the role in giving our more junior attorneys more access client, direct access, as well as, you know, giving them the opportunity to go out and strategically solve problems for BVA class participants.

David Ephraim: So I would echo what Crystal said. This is a fantastic opportunity for a junior associate to take control under the guidance of a partner, of course, but take control and the initiative. And I think they learn excellent skills in dealing with clients, being responsive to clients, making sure they are listening, all of these are great skills to develop. And a junior associate typically in a non-pro bono case is not taking as much of a leadership role as they would here. So it’s the best of both worlds. Our pro bono clients are getting the supervision by partners. They’re getting really eager, enthusiastic, excited associates who want to make a difference and throw themselves into this work and it’s great to see. To add to what Crystal said about the types of work, we’re seeing a lot of contract work, some corporate work, trademark work, and a fair amount of regulatory work. So it’s a mixture. None of those areas, as I mentioned before, are areas that I have an expertise in, but fortunately we have so many talented partners here in those areas, including Crystal, who we are going to lean on to try to get the answers that our clients are looking for.

Alex Devine: And I think that’s what makes, or at least attracts me to a big firm. It’s just these immense resources and very smart people, great teams. And like you said, it’s a win-win for both the BVA participants. Going on from that, David, how do you see the BVA growing in terms of either scope or services offered or even the popularity of pro bono work for BVA? Where will the BVA be in a few years? How do you see that kind of playing out?

David Ephraim: I can tell you what we would like to see and why. We think over time, we’re going learn a lot doing this. It’s our inaugural year. We’re going be sharing that experience with others. As we mentioned, Crystal and I will be leaning on our partners in other practice areas, so that exposes them to the BVA and hopefully becomes a little more contagious. We expect that next year more attorneys will want to get involved just based on that. Also we’ll have built up the non-lawyer support network that we’re working on now. And we’ll have lots of lessons learned there on how to do that. So in the next year, we’ll have both of those things. I think more people who are eager and interested and more robust non-lawyer support network. And I think that will be helpful to the classes in subsequent years. So we’re looking to grow and we’re excited to do that.

David Ephraim: And I would say, it’s not just about MoFo’s BVA. We want other firms and companies to do this. We  don’t want to be one of the few law firms that do this. We actually want lots of competition among law firms in this area for applicants. It would be great if they all did this and really that’s our goal. We, we want this to spread and impact the Black-owned businesses in a very positive way. And this is just step number one. Next year, we may think of things that we never even thought of this year. So stay tuned. We’ll see what happens.

Alex Devine: That’s very hopeful outlook and I share it as well. I’m sure Crystal does too. But did you have anything to add as far as your vision for how you would see it shaking out in the next year?

Crystal Kaldjob: I think David covered it perfectly. We want to make this broader both internally and externally as well with the number of the participants that we can service. And I think that’s really the goal for us as we move to phase two or phase one, one B whatever we want to call it, but it is really to stay tuned. We want this to be a larger collaborative effort among firms internally, as well as to bring on more BVA participants.

Alex Devine: Great. And I’m equally hopeful and it’s, as you both touched on, it’s really important, more particularly for the Black community, with the history there and the future and the present, everything coming together. And it’s so great to hear a partner say, we want competition here. That’s not always something with these things, but with this, that that’s really important. And we’ve touched on this a little bit, but I’d love to hear more about specific potential legal services that these businesses can receive and benefit from the BVA. If Crystal—if you want to continue and tell us a little bit more about that, maybe get into the weeds a little there.

Crystal Kaldjob: Yeah, of course. We have just in the first weeks of the BVA, in particular with the clients that I’m servicing, we’ve helped them think through formation. For example, should they be organized as an LLC or should they be organized as a corporation? What are the benefits to either—whether it’s tax or liability? What are the benefits to the different corporate structures? We’ve helped them think about establishing joint ventures and what that would mean from a licensing perspective with some of the licenses that one of my BVA clients is seeking and how that would benefit from not only from getting their business out and making connections with other large businesses, but also from a strategic or tactical with the state regulators. So we can do many things. We can draft agreements, we can help them negotiate agreements. We can help them think about the regulatory requirements for their specific business.

Crystal Kaldjob: We can also help them with, like I just said, the very first gating questions of how should they be structured? What’s the best corporate form for them? What are the players in the market? We’ve done just in the first few weeks of working with our BVA clients, we have done all of those things. We’ve produced a memo or a chart. We’ve had conversations with them. And so that’s what we’re planning on doing. And as they think about other things, every client is different. They have different needs, and they’re different also based on where they are with their business. We took real early startups. We’ve taken some more mature startups. And so some of them may be thinking not so much about corporate formation, they could also now be thinking about intellectual property and licenses. And like I said, and joint ventures. And so those are some of the things that we are providing, have provided, will provide to our BVA client participants.

Alex Devine: Yeah. So great to hear about the specifics and really learn about that. I’m not sure if you had anything to add, David.

David Ephraim: Actually, I couldn’t add anything to that. Crystal covered it perfectly. It’s really an organic process where we start as lawyers by listening to the business model and what they’re trying to do, and then comes, as Crystal said, the corporate formation issues or the entity formation issues. And then you get into the nitty gritty, which is what do they want to do? What contracts would be necessary to do that? And then what other regulatory issues that may come up, whether they’re trademark filings or regulatory approvals that they may want to seek. So I think that what Crystal described and what I echo is really what each of these companies is going to go through. It’s the regular process of meeting a lawyer, having them understand your business, making sure you have the right entity, and then all of your agreements are in the right form.

Ayanna Ryans-Holder: Great. Alex and I would like to thank the both of you very much for joining us today, sharing more about your own experiences with BVA and beyond. David and Crystal, if you have anything to add here.

Crystal Kaldjob: I think the BVA is an important step towards some of the racial injustice and other really systemic issues I think that we see in the U.S. And this is just one step I echo again, what David said about competition. We want others to be involved externally. We want other firms to be doing similar things. We know that there are businesses providing it. We also want more folks at MoFo to be involved. And we have gotten just a wonderful reception internally at the firm with folks reaching out all the time about wanting to participate in whatever ways they can. And they have. They’ve heard the call and they’ve responded to it by providing us with their specific legal expertise. And so this is a step into making that intentional impact that we’re all striving to do. And I’m happy to be in a place like MoFo that has really taken the lead on this. That’s gotten their community involved. And when I say community, I  mean our attorneys and staff involved a program like this and an accelerator that will—is really targeted towards helping those who don’t have access to what we can offer.

David Ephraim: Crystal, as usual, very eloquently put. And I think everyone can see why people at MoFo are enthusiastic about getting involved in the Black Venture Accelerator. People who have founded it, including Crystal, have really gotten everyone interested in this and enthusiastic about it. So we only expect it to grow from here. I’ll just close by saying thank you for having us on and helping us get out the word. It’s how we can grow and be better. And looking forward to doing this again.

Ayanna Ryans-Holder: Wonderful. Thank you both for your closing remarks. Alex and I would also like to thank our colleagues and Wetmore Fellows, Aaron Altman, Dominick Divine, and [inaudible], along with SEO Law Fellows, Jake Benford, Chi Maka Okya, and Ruby Rodriguez for the contributions to this project. We encourage all of our listeners to visit at our website mofo.com to learn more about the BVA. And please be on the lookout for the next podcast in this series on the Three Strikes Project. Thank you.

Speaker: Please make sure to subscribe to of the MoFo Perspectives podcast so you don’t miss an episode. If you have any questions about what you heard today, or like more information on this topic, please visit mofo.com/podcasts. Again, that’s MoFo, M-O-F-O.com/podcasts.