Book Review: "Heenan Blaikie: The Making and Unmaking of a Great Canadian Law Firm."
A well-researched account of the rise and fall of an incredible law firm.
Over the long weekend I read Professor Adam Dodek’s new book “Heenan Blaikie: The Making and Unmaking of a Great Canadian Law Firm.” In short: this is an excellent book that will be useful for anyone involved in legal practice or other professional service firms.
According to Dodek, he started this book project in 2016, taking a brief hiatus while he was Dean at the University of Ottawa Faculty of Common Law and during COVID-19, and completed his writing in 2022. Dodek told me that he tried his best to get a number of different perspectives as he knows that ones experience at a law firm differs depending on whether they are in management, a partner, an associate, a student, and in different practices and offices. He managed to interview lawyers from each of Heenan’s offices (except Paris). He also ensured to have representation from various historically underrepresented groups in the profession, including women and Rationalized lawyers. This book was a mammoth effort that was only possible because hundreds of lawyers trusted Dodek with their stories. The result is an incredible and one-of-a-kind account of the growth and failure of a professional services firm that will no-doubt be studied in law firms and business schools going forward.
Personal Experience with Heenan Blaikie
I remember interviewing at Heenan in Ottawa in 2009. The recruitment process was managed by André Bacchus. Bacchus emerges as one of the few heroes in Dodek’s book by finding jobs for each of Heenan’s articling, incoming articling and summer students upon the firms collapse. I was interviewed by Rod Escayola - a condominium lawyer who is now at Gowlings. In those days, Heenan had an excellent reputation among law students. I considered Heenan to be in the same league as much larger firms with an Ottawa office like Gowlings, Ogilvie Renaud (now Norton Rose) and BLG. I remember being in awe when I saw former Prime Minister Jean Chretien’s office. I also remember Heenan Blaikie’s collapse in early 2014 and the shockwave felt throughout the legal profession at that time.
I purchased and devoured Norman Bacal’s book “Breakdown: The Inside Story of the Rise and Fall of Heenan Blaikie.” Bacal’s book is largely a reflection of the breakdown of the firm from the perspective of Bacal - a senior leader in the firm who had been involved with building the firm into a national firm and held managing roles for several years. When Dodek announced that he was releasing a book on the rise and fall of the firm, I was very excited. I knew that Dodek would make great efforts to ensure various perspectives were included in his book. My only fear was that former Heenan lawyers would not want to speak with Dodek. Former Heenan lawyers, including partners, in my network prefer not to talk about the firm’s collapse and the emotional and financial pain it caused. Somehow, Dodek got over 200 former Heenan Blaikie lawyers and over 40 legal industry insiders to speak with him.
I was blown away by the finished product. It would be an interesting read for anyone involved with the legal profession or other professional service firms. Three elements of the book stand out for me: a) the inclusion of a variety of perspectives and often invisible voices, b) lessons about law firm growth, and c) the importance of creating and maintaining a law firm culture.
Making Space for Invisible Voices
It is common for history books to be written from the perspectives of those in power. In law firms, this is traditionally older, white men. I remember thinking when I read Bacal’s book that there were very few stories from women - presumably because very few were in managing roles as the firm was crumbling. Throughout Dodek’s book, he ensures that other voices are heard and their stories told. While examples exist throughout the text, they come to a head in Chapter 18 “The Persistence of While Male Power: Women and Diversity in Big Law.” The Chapter tells a story of women in law and other historically underrepresented groups such as Racialized and LGBT2S+ lawyers. The text not only references the experiences of Heenan lawyers, but also gives an interesting history of women in the profession in general, citing prior academic work on the subject from luminaries such as Constance Backhouse, Fiona Kay, John Hagan, T. D. Regehr, Karen Morello and others.
The experience of women lawyers at Heenan was similar to that of lawyers at other top-notch Canadian law firms. Compared to other firms, Heenan was early in its hiring of women and three of the firm’s earliest hires were women: Claudette Bellemare, Suzanne Thibaudeau and Margaret Cuddihy-Martin. Many women in law that I admire started their career at Heenan Blaikie: Sandra Barton (now at Gowlings), Wendy Berman (now at McCarthys), Joy Noonan (now a successfull mediator/arbitrator) and Justice Marie-Josee Hogue (who is currently leading the Foreign Interference Inquiry). Nonetheless, Heenan would suffer the same challenges with retention of women and promotion of women into management positions as other large firms. As just one example from the book, Dodek points out that Noonan was chosen to set up the Ottawa office of Heenan. Unlike other Heenan lawyers who were sent to set up offices, Noonan was not given a seat on the national management committee table and the office was represented nationally by a male lawyer instead.
A challenge for Heenan, according to Dodek, was that Heenan Blaikie painted itself outwardly (and inwardly) as a different, kinder, gentler law firm with a “no jerks” policy. Unfortunately, there were jerks and, worse, a well-known serial sexual harasser named Marcel Aubut. Mr. Aubut would later be removed from his role with the Canadian Olympic Committee due to complaints about sexual harassment, although he was never punished for the conduct at Heenan Blaikie - presumably due to his stature as a rainmaker and as a leader in the firm. Given my work litigating and dealing with complaints that involve sports organizations, it is alarming that sports organizations may well be ahead of law firms in holding those in power to account. According to Dodek, Aubut was not the only bad apple. Dodek writes “Some women left Heenan Blaikie because of sexual harassment, which wasn’t unique to either Marcel Aubut or the Montreal office. Many women from the Toronto office were harassed by older male partners at firm retreats in Quebec…. The Toronto women were so concerned about the conduct of the Quebec partners that they banded together to ensure that female articling students did not go to the retreats, fearing for their safety.” Dodek compares the response at Heenan Blaikie to sexual harassment in stark contrast to an incident that occurred at Torys where several strong, influential women were involved in the decision to remove a named partner following a merger in 1999.
Dodek also wrote about the BIPOC experience at Heenan. He wasn’t able to get many direct impressions as out of its two hundred partners, there was very little racial diversity. He does quote from Sandra Barton - the firm’s only Black woman partner - who shared her story in the Advocates’ Journal titled “Unsensored: The Black, Female Advocate on Bay Street” (Summer 2021). In it, Barton writes about a partners retreat that occurred in Montreal in or around 2010. The retreat featured as part of the entertainment “a JumboTron-like screen behind [the partner presenters]: they had digitally altered pictures of various partners from across the firm by painting them in blackface. I was the only Black lawyer in the room… There was no reprimand, there was no outrage.” At the time Barton was told to let it go - and was even given no airtime by the firm’s women’s committee. Heenan was not a kinder, gentler law firm for everyone. I greatly admire Sandra Barton and am sad that she endured a very difficult past so that she could be a leader in the profession now.
Dodek’s inclusion of diverse voices and perspectives is the book’s greatest asset.
Lessons About Law Firm Growth
It was inspiring to read that Heenan was established by three friends with a handshake and grew to be among Canada’s largest law firms. Our firm currently has three lawyers and I think daily about what we will become. I waiver regularly between staying small intentionally and wanting to grow to provide others with the opportunity to work in our environment. This book gave me a lot to ponder about growth.
The book details Heenan’s growth including opening offices in different markets, lateral recruitment and the internal hierarchy. While initially the firm was fairly strategic in recruiting lawyers with various practices, at times Dodek explains fairly rash decisions made by firm management without consultation with the larger group of partners. The firm was weak on strategy and low on managing workplace conduct. In the early days it was without billable hours targets, limits on the types of clients the firm would take and not aggressive internally to manage collections and billings. It could afford to do so as a result of a few very profitable practices (including Bacal’s tax practice). The hierarchy at the firm appeared to be very flat - with partners largely managing their own affairs with little interference from a central management team.
At points in the book Dodek described the firm as a “hotel for lawyers” and “a family business”. The firm largely allowed lawyers with practices to join the firm and run their practice as they saw fit - an unthinkable concept based on my experience in Big Law. It also suffered from many of the hallmarks found in family owned businesses. Dodek concludes in his chapter “A Family Business: Governance and Management” that:
Experts advise family businesses to establish rules before they are needed, to inject transparency into governance, to provide family members with regular financial disclosure and accurate and timely reporting, and to discuss issues before acting. Heenan Blaikie did none of this, and when crisis blew up in 2012, it simply did not have the governance and experience to respond as needed.
Important lessons about the value of transparency, good communication, consultation, policies and accountability can be found throughout Dodek’s book. Law firm leaders would be wise to learn from Heenan’s example.
The Importance of Culture
Discussions of the culture at Heenan are found throughout the book. As noted above, the firm described its culture as being a kinder, gentler law firm with a “no jerks” policy. It may well have started that way in the early days when the firm was very careful when hiring lawyers - especially laterals. But, by the end, the reality did not match the stated goal.
Over time, as the firm grew, the culture shifted. Partners with big books of business with reputations for being difficult to work with were hired in both Montreal and Toronto. Over time, money and access to large national clients became more important than preserving the culture. Notably, the firm also gave a “second chance” to a former rainmaker from a 7 sister firm after he had been disciplined by the law society for using client and firm funds for his own personal expenses including flights, limo rides and entertainment. He was suspended for two years by the law society and was removed from the partnership of his former firm. Ultimately, that lawyer was reported to the law society again four years after working at Heenan and he never returned to the firm.
Culture can be destroyed at a law firm (or any business) when management states that the culture is one thing, and, in actual fact, the experience is different on the ground. Heenan began to see itself named in at least one international scandal which further damaged its brand among its own lawyers. Overtime, Heenan’s culture became frayed and some of its offices (such as Calgary and Vancouver) largely operated on their own with little cultural or client connection to the rest of the firm.
Even after reading both Dodek and Bacal’s books, it is hard to put a finger on any one event or decision that led to Heenan’s collapse. It likely was death by a thousand cuts. My personal view is simple: the partners lost trust in the firm and decided to move their businesses elsewhere. Law firms are very risky businesses. Partners can come and go without restriction and law society rules are very clear that the client chooses what to do in that situation. Because most clients develop close relationships with individual lawyers, many follow them when they walk out the door. If too many equity partners leave with their clients, a firm can quickly fall into financial difficulties - as was the case at Heenan.
A recent article by Jordan Furlong on Slaw captures this challenge beautifully:
Law firms, notwithstanding their marble-and-mahogany image, are surprisingly fragile entities. A law firm is owned by its equity partners; but in practical terms, the firm also consists of those partners, since they own most of the exclusive relationships and scarce expertise that generate business for the firm. The firm’s shareholders are also its most valuable assets; when you stop and think about it, that’s kind of weird.
There needs to be a glue that holds firms together and it needs to be something other than profits. In my view, the collapse of Heenan is a result of there being no more (or not enough) glue keeping their partners from walking out the door.
Concluding Thoughts
After Heenan’s collapse, there was speculation and rumours that other large national Canadian law firms would also fail. That has not come to pass, although there have been some well-respected regional firms dissolve and/or merge into competitors. Very little has been written on the subject of law firms failing - there is no text (to my knowledge) about major US law firms who have gone through similar dissolutions. Dodek’s text is likely to become an international resource that is essential for law firm leadership to read and study. I have already sent a link to the lecturers and professors at the Center on the Legal Profession at Harvard Law School - who have been using Heenan as a case study for its students for years.
I do fear that other law firms are still at risk of collapse. A number of factors are contributing to dissatisfaction within law firms of all sizes. These include:
an increasingly divisive society in general,
an increasingly remote-working world,
younger lawyers and lawyers with families (not just women) demanding better from their law firms,
women lawyers and other equity seeking groups are demanding firms practice what they preach in terms of DEI and advancement of equity seeking groups within law firm management,
a growing concern that what law firms say they are is different than the experience of individual lawyers within the firm,
a desire to work in an environment with less overhead, and
the ease at which one can set up a legal practice.
Today’s law firms may not be experiencing a financial crisis like Heenan did in 2013-2014, but there are many internal cultural battles being fought which may well dissolve the glue holding firms together. Dodek’s book has many lessons which can assist leaders in strengthening those bonds.
You can purchase the book direct from the publisher or through Amazon. I’d love to hear what you think. Congratulations to Professor Dodek on finishing this massive and important project.