California lawyer still feels thrill of closing a major business deal
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Attorney Spotlight
California lawyer still feels thrill of closing a major business deal
By Brian Cox
The framed print prominently displayed on the wall in attorney Roger Brothers’ office was a birthday gift from his wife Angela. Aptly titled “The Closing,” the painting by Texas artist Jimmy Dyer depicts 19 lawyers, bankers, and businesspeople in white shirts and ties hunkered around a conference table as they labor to negotiate the closing of a large business deal or merger.
On another wall hangs a framed print called “Counsel Approaches the Bench,” which shows a courtroom with two shark fins swimming across the carpet toward the judge. Brothers’ wife bought him that one, too, but “The Closing” is without doubt his favorite.
“That’s what it used to be like when I first started doing M & A work,” says Brothers with an enthusiastic grin. “That’s what the closing looked like.”
When he says, “Now it’s all virtual,” there’s a note of nostalgia in his voice.
The painting is representative of his practice, he explains, and of what he enjoys so much about the work: the rush and thrill that comes with solving clients’ problems and helping them navigate around business obstacles.
Brothers Smith LLP is based in Walnut Creek, Calif., which is in the East Bay region of the San Francisco Bay area. The firm advises individuals and businesses with corporate and real estate transactions; wealth, estate and tax planning; and employment related matters. Brothers and J. Wesley Smith became the sole principals of the firm in 2017.
Brothers was born in Houston. His family moved to California when he was in middle school. His father, who died when Brothers was only 22, managed family drug stores while his mother worked as a public school administrator responsible for bilingual and special education programs. She was born in Honduras and raised in Mexico. With grandparents who lived in Acapulco and a large family in Mexico City, Brothers says he spent a lot of time in Mexico when he was younger, and he remains fluent in Spanish.
“Living in California, speaking Spanish comes in very handy,” he says.
Recognizing the importance of his mother’s work and how rewarding she found it, Brothers initially planned to pursue a career in bilingual education. But as a junior at California State University, he realized jobs were scarce in the field and he began to consider changing career paths. It was his mother who suggested he look into law school. The possibility had never entered his mind.
“I didn’t know a lawyer until I went to law school,” he says.
After graduating from McGeorge School of Law at the University of the Pacific, Brothers went to work for the Oakland City Attorney’s Office where he immediately found himself in the deep end.
“They threw you in right away because they just didn’t have the luxury of having people wait, so you got a lot of experience in a short period of time,” says Roger. “But it was a little too political for me. I just wasn’t into the politics.”
He joined an insurance defense firm where he cut his teeth on civil litigation, mostly in real estate and construction. But his practice gradually morphed over time as friends and other contacts who had started businesses or were thinking of launching one began coming to him for advice and guidance. Eventually, he found he was doing more transactional work than litigation. He tried his last case in 2005.
“I enjoyed getting into the businesses and getting to know the people,” says Brothers. “It was completely different from a litigation practice.”
By 2010, a practice group had formed up around him that focused on business, real estate, estate planning, tax, and employment law. Brothers says it became evident that the practice group was a “square peg in a round hole” in the firm.
“The business models just weren’t consistent,” says Brothers.
The group of six lawyers, including Smith, were introduced to a law firm of a similar size in Walnut Creek that was doing the same nature of work. The compatibility of the two business models led to the two groups merging to form Buchman Provine Brothers Smith LLP.
Business took off for the new firm and it soon added depth to its bench by hiring a couple of tax lawyers. From the start, the firm was keen to offer a range of services to a broad base of clientele, and Brothers says it was the firm’s diversity of clients that allowed it to weather the economic downturn in 2008.
“Luckily for us, we’ve always emphasized the fact that we’re not a niche business.”
Brothers represents clients ranging from other law firms to multi-million-dollar manufacturing companies to restaurant franchises. He says he “loves constantly changing horses” over the course of a day.
When Brothers and Smith bought out the other partners five years ago, the pair of fathers was committed to fostering a firm where family interests and responsibilities were paramount.
“We both said we’re going to be family first,” says Brothers, who has three daughters. “Family first always. We work hard, but you figure out how to do the work you need to do.”
Brothers and his wife have been married 40 years and have three daughters. Their oldest daughter, Melinda, followed her father’s steps into law and is an attorney with a real estate investment company in Boston. Catherine is an elementary school teacher in Oregon, and Alexandra works in a veterinary hospital in Providence, R.I.
The family is athletic. Brothers, who today enjoys working out every day, played football and ran track in high school. He took up rugby in college and played for years afterward. For many years he played in an adult basketball league three or four times a week.
“It was competitive and could get chippy at times, but it was a lot of fun,” says Brothers with a grin. “I have so many friends and clients from those days. You really get to know somebody when they’re either on your team or you’re playing against them.”
He coached all three of his kids in soccer. The two youngest went on to play in college.
Brothers believes the younger generation of lawyers expects firms to respect and accommodate a flexible work-life balance.
“I think the days of demanding that people show up at 8 a.m. and stay until 6 p.m. and occasionally on the weekends, those days are long gone,” he says.
He sees the practice of law and other business changing in the wake of the pandemic as more people seek opportunities to work remotely. He has had inquiries from younger lawyers interested in a position with the firm wondering if they can work remotely full time. Brothers, who enjoys the energy of face-to-face interaction, is still testing the waters on remote work. He fears working remotely makes it difficult to promote a team concept within the firm and that a certain cohesion and spontaneity can be lost.
Roger Brothers with his daughters (l-r) Catherine, Alexandra, and Melinda and his wife, Angela on the Washington D.C. mall following Alexandra’s college graduation from George Washington University.
“It’s going to be interesting after the pandemic to see how we’re going to adjust to the remote workers,” he says. “We’re still trying to feel our way through that.”
Brothers thinks certain industries are set up for remote work, but other industries will have a harder time adjusting to it.
“There are a whole host of issues that come with a remote workforce, at least when its outside of the state,” he says. “California has the most complicated and complex employment laws in the country. Our employment lawyers are constantly having to keep up.”
He frequently tells clients that if their employment manual is more than a year old, then it’s out of date.
The evolution of working remotely is only one of the many issues confronting businesses today and Brothers embraces the challenge of helping clients find their way through an ever-changing legal environment.
“Very little of my day is planned out,” he says. “It’s usually reacting to something a client needs.”
He can’t imagine doing anything else.
“I’m fortunate. I enjoy what I do,” says Brothers. “I’d be bored to death without the intellectual challenge.”