Navigating the Ice Fields

I’m frequently asked what skills are necessary to be a successful in-house attorney at a public and global company like Sun. My stock response is that you need be a good business partner and attorney (obvious), have a heavy dependency on caffeine and the ability to channel “Clint” during stressful situations. But, I’m increasingly becoming convinced that people who do this for a living would be well suited for a role in my organization.

Let me explain what I mean. Sun, although based in the U.S., does business in over 100 countries. And, we are obligated to comply with the laws of each of these. At first glance, one would think that this is primarily a resourcing issue – do you have enough legal support to understand the laws of each jurisdiction and put in place processes to comply? Increasingly, however, the difficulty is that some of these laws may be in conflict and navigating between them can prove challenging. Here are a couple of examples.

Since 1962, the U.S. has had legislation in place that, among other things, prohibits U.S. based companies from trading with Cuba. In order to comply, most U.S. companies have developed procedures and infrastructure to ensure that their products are not sold into Cuba.

Canada, has taken a different view. In response to the U.S. legislation, the governnment of Canada has enacted laws that make it an offense for Canadian corporations to comply with the U.S. legislation. The difficulty is that these laws appear to also apply to Canadian subsidiaries that are wholly-owned by U.S. companies.

Here’s another example. To comply with Sarbanes-Oxley, almost all U.S. based public companies have put in place anonymous reporting hot lines. Given that most employees in the U.S. are employed on an “at-will” basis and would have concerns about retribution for “whistle blowing”, anonymity makes sense. However, this is not the same situation elsewhere. In many countries, employees have greater job protection. And, in some, there is a cultural legacy that runs counter to anonymous reporting. In France and Germany, for example, many citizens still have painful memories of experiences resulting from their inability to confront unknown accusers during WWII and in East Germany. As a result, the European Union has enacted legislation that restricts the ability of companies wanting to implement anonymous reporting as part of compliance programs.

Given the accelerating growth of the Internet as a global engine for the exchange of commerce, information and culture, we will increasingly see instances where laws are in conflict. This will lead to even more opportunity for in-house counsel to demonstrate their “navigational” skills.

Engineer Envy

On most days, I thoroughly enjoy my chosen profession with no thought of doing anything else. Yesterday, I wished I was an engineer. Here’s why.

Open Hardware

Ten years ago, I supported Sun’s microprocessor organization. The buzz those days was around something called “UltraSPARC I”, our first 64 bit RISC microprocessor. At that time, the industry was focused on the 32 bit CISC architecture; so, UltraSPARC 1 was considered a very significant advance in microprocessor technology.

Last year, we released an entirely new microprocessor – the “UltraSPARC T-1”, which Sun is using in it’s latest UltraSPARC server offerings. The T-1 incorporates a CMT (chip multi-threading) design containing 8 cores capable of running 4 threads each for a total of 32 threads with stellar throughput and performance gains. (For my non-technical brethren, it’s an amazing bit of innovation for the compute world. Trust me, just say “chip multi-threading” at your next cocktail party when speaking to an IT professional – they will be impressed).

As with UltraSPARC 1, the UltraSPARC T-1 is another example of breakthrough microprocessor technology. But this time, it isn’t just the technology that is so unique, it’s also the change in our business model. Because simultaneous with the release of the T-1 based systems, we also released the T-1 design to the world under an OSI approved open source license as part of the OpenSPARC program.

As a result, this innovative design is now available to anyone under a GPL (General Public License). Under this license, developers can take the T-1 design as expressed in verilog (which is actually similar to source code in the software world) and create modifications or entirely new designs that they are free to distribute and monetize without payment of royalties to Sun.

While open source in the context of software has been with us for more than 15 years, this is the first time that a microprocessor design has been made available under an open source license. Within our legal team, there was a question as to whether the open source (software) model would work in the hardware world. A significant amount of effort went into determining which license was appropriate, the structure of the governance model and understanding any third party technology included in the verilog that could inhibit our ability to release under a free or open source license. Because hardware has a longer development cycle, we have been waiting for an indication that this concept – open source for hardware – would work.

We recently received our first validation when a company called Simply RISC released a design based on a single T-1 core. What’s interesting here is that Simply RISC has taken the T-1 design, originally targeted at high-end systems, and used it to create entirely new market opportunities for embedded systems.

More to come…