Malka Barkhordari was a fan of sandal and lifestyle brand Havaianas long before she became the company’s first general counsel a year ago.
“I actually worked retail during college and sold Havaianas, ... and I’ve been a loyal fan ever since,” she said. “The company was based out of New York up until 2018, so when they moved here and this position became available, it was almost like too good to be true.”
A graduate of Chapman University’s Fowler School of Law, Barkhordari decided early she wanted a seat at the table for the business side. Most of her legal experience has been in house, and she said that’s because she knew she had a mind for business.
“I wanted to go straight in house, and I actually helped held out for a while and turned down some opportunities to join firms just because I knew what I wanted to do,” she said.
In a recent interview, Barkhordari discussed how she built Havaianas’ first legal department amid what she described as a company “identity crisis” along with what she looks for today in outside counsel. The following transcript has been edited.
Daily Journal: When you say the company was going through an identity crisis, what do you mean?
Malka Barkhordari: At first, the company was more focused on being a fashion brand in the U.S., and they were based in New York with some of the big names. At the end of the day, it’s a flip-flop company, so I think the company was a little bit out of place in New York in kind of this concrete jungle, where the beach is not near or close by at all. The company moved, obviously, to Venice Beach. ... I think it has helped me to propel the company into the direction of being more of a lifestyle brand than just strictly focused on fashion. I think we’re really finding our place in the footwear market and also in the general market. I think this is the right place for us to be.
DJ: How is the legal department involved in an identity change?
Barkhordari: I think with any new venture within an existing business, there’s a need to analyze what the risks and opportunities are, the business risks and opportunities but also what things are related from a legal point of view. Everything from what it’s going to take to staff the project and what type of employment relationship that’s going to look like to do we need additional IP or what the licensing is looking like. I think with some of the new initiatives, it’s taking this point of view of, “OK, let’s make sure. Although we’re really, really eager to get some things off the ground let’s make sure we’re doing it in the right way to avoid trouble down the line or headaches or hiccups.”
DJ: As the company’s first GC, what was it like building up the legal department?
Barkhordari: I think setting expectations straight when I first joined was tricky because I was coming across contracts that had never been reviewed, even by outside counsels. They were just signed and then getting stuck with the consequences. ... I think the culture that I tried to create is erring on the side of caution, so there is no stupid question. ... It’s challenging, but I think once people realize that I’m here as a resource it’s actually a breath of fresh air for them because they don’t feel so much pressure on their own shoulders.
DJ: In terms of regulation, what are you keeping an eye on for Havaianas?
Barkhordari: I think privacy regulations as companies dive even deeper into things like offering loyalty programs or memberships or subscription-based models to customers. I think in general, fashion, apparel, any type of lifestyle brand is trying to understand the consumer so much more. Meanwhile, the intention of regulations is to give consumers so much more control over what information is shared with them or shared about them with companies. I think that those two things can be a little bit of a wrestling match, but I think that there’s a right way to go about it, obviously, with disclosure and with getting permission from consumers to use their info in a way that helps us serve them better. That’s really our ultimate goal, is to give customers what they want, and the best way to find out about that is hearing really directly from them and find out about their preferences and what they like.
DJ: What do you use outside counsel for?
Barkhordari: Things that are specific or relatable to different states. Some of the real estate, like our leasing for retail locations — it really helps to have someone who is specific in the area or the region to inform those lease reviews. I think also outside counsel is really helpful on specialized matters. Sometimes questions will come up specifically about footwear and what regulations apply to sizing and things like that. I have outside counsel that I can rely on and that just makes sense from a time management perspective because I don’t always have the luxury of finding the answer out on my own. I think there’s also an element with IP because it’s so specific and specialized. As we continue to innovate and come up with new and exciting things, I think we will look to IP counsel more and more to protect those ideas.
DJ: What do you look for in outside counsel?
Barkhordari: To me it’s not so much the firm, but it’s really the lawyer — the specific lawyers. I think communication with your lawyers is so important. ... I think for me to do my job effectively and efficiently, I really need outside counsel that understand, I think, the role that I’m in. And so I think that it’s helpful to work with outside counsel that have experience working specifically and directly with the GC or with the C-suite of an organization. ... I also have worked with a few solo practitioners, and I personally liked that, given my own entrepreneurial mindset. I like to support small practitioners or small firms or minority-owned firms and not go straight for the big firm name.
DJ: Going from a fan of the brand to an integral part of the business, what’s keeping this work exciting for you?
Barkhordari: There’s always something new, so I don’t have to try to look for things. There will always be something new and exciting to work on. I think there are new questions of law that I have to consider, but also, there are just new and exciting things that we’re doing. ... Being a fan of the brand just means I’m actually interested in the product, which is amazing. I think we have some really big plans to grow and extend into some new and fun product offerings. I’m excited to be a part of it all.