Advising the CEO

CPK's CEO and General Counsel discuss their dynamic, offer advice to students -By Gilien Silsby - Photos By Maria Iacobo California Pizza Kitchen co-CEO Larry Flax '67 and Chris O'Brien '91, CPK’s general counsel, recently spoke to nearly 200 USC Law students, faculty, alumni and staff about the important role legal counsels play in business. The pair were the inaugural guests at USC Law’s new lunchtime series, "CEOs and Their General Counsels," which offers insightful discussions with high-profile chief executive officers and their top legal advisors. Hosted by Dean Robert K. Rasmussen, Flax and O’Brien spoke about their unique – and crucial – relationship. “Larry and I talk every day,” said O’Brien. “Issues come up and it’s always something different. The job is all-consuming and very interesting.” Flax and O’Brien also gave advice to law students interested in joining a corporate legal department. “What are we looking for?” asked Flax. “We want smart lawyers, who have expertise in a given area. We’re looking for cost-effective, great-solution lawyers.” Added O’Brien: “If you want to go to an in-house counsel, you have the raw materials to get there. You’re obviously bright or you wouldn’t be at USC Law. Now you just need to push forward, you want to get experience at a firm for three or four years and get good corporate practice.” After working at a law firm for several years, O’Brien decided that the law firm track was not for him. The hours were often long and grueling. “I was about a year away from the partnership decision and I realized that I was in a situation similar to a pie-eating contest where the prize was more pie,” O’Brien said. “I was more interested in being part of a team-building business. In business, the lifestyle is better, even if the money isn’t. It’s really about figuring out what important to you.” O’Brien left the law firm to join Univision, then Mattel and later a start-up company before finally being recruited by CPK last year. “I graduated from law school in the middle of the recession and was the first in my family to go to college,” O’Brien said. “The only thing I knew about lawyers was from watching ‘L.A. Law’ and ‘Perry Mason.’ But one of the great things about going to law school is access to the practice. You really can do whatever you set out to do.” Flax was in the U.S. District Attorney’s Office and later in private practice before launching the first CPK in Beverly Hills in 1985 with his business partner Rick Rosenfield. He explained how several pieces of legal advice led CPK to where it is today – a $666-million company. “During the restaurant’s construction, we realized we needed $500,000 instead of the $200,000 we had financed,” Flax said. “Our attorney suggested forming a partnership to raise the funds from private investors and before we knew it, we had financed an extra $300,000.” Flax’s attorney also put a provision in the limited partnership agreement that allowed Flax and his partner to convert the partnership into a corporation, which would allow them to sell stock for future growth – and income. “Our attorney also advised us to agree with the limited partners that they have an interest in the Beverly Hills restaurant only. That led us to where we are today,” Flax said. Known for its eclectic, innovative mix of ingredients, today California Pizza Kitchen boasts 253 restaurants, posting $666 million in sales in 2008. That's nearly triple the $211 million in revenue in 2000. In November, California Pizza Kitchen was named "One of America's Best 200 Small Companies" in Forbes Magazine. In 1997 California Pizza Kitchen, Inc., penned a licensing agreement with Kraft Foods to manufacture and market California Pizza Kitchen brand frozen pizzas in the grocery aisle. Recently, Nestle agreed to acquire Kraft Foods' frozen pizza business in the U.S. and Canada.