Miller & Chevalier Chtd. member Loren Ponds shares her journey from Georgetown University Law Center to the OECD to Capitol Hill, where she worked on the 2017 tax law, and what she learned along the way.
This post has been edited for length and clarity.
Nana Ama Sarfo: Thanks for joining us on the podcast today, Loren.
Loren Ponds: Thanks for having me.
Nana Ama Sarfo: We recently profiled you in Tax Notes. One of the things that I love about your story is that you very much followed your own path in a profession, tax law, that can be pretty rote. The idea is that after you graduate law school or graduate from the tax LLM program, you're supposed to go to a law firm, accounting firm, or go into the government. But you said, "Nope, I'm not ready for that just yet. I'm going to go in a different direction."
Can you tell us a little bit about your career journey? Why you decided to focus on tax after law school and the very different roles that you've held as a tax lawyer?
Loren Ponds: Sure. I chose tax because I liked it. I found it challenging. I liked the idea of a code-based approach to problem solving. I liked that there is a lot of creativity; that really appealed to me.
I had really no idea what I was going to do when I went to law school. I thought maybe international trade. I was a French major in undergraduate school, so something with an international component appealed to me. Then I took federal personal income tax and really found my passion, so I kept on with tax courses throughout law school. I ended up actually getting an LLM three years after I graduated. That was the beginning of my interest in tax. I think when I was looking at career paths, some of it was out of necessity.
I graduated from law school right after 9/11. The job market was a little shaky and things weren't going according to plan. The IRS Office of Chief Counsel's honors program had been suspended for the year that I was coming out, so I had to be a little creative. I ended up clerking for a year in Washington, D.C. and then went to the Eleventh Circuit as a staff attorney. Afterward, I came back to begin my LLM program.
Around graduation I had been kicking around the idea of becoming a law professor, so I started looking at fellowships. I went abroad and worked at the University of Hamburg in Germany. Over the course of that two-year process I really decided that law professor was not the path that I wanted to take right then.
I think tax is special and it helps to have practice. I wanted to get some on-the-ground experience first. Even though I liked policy issues and discussing policy, I wanted to really delve into the practicalities of actually solving problems for taxpayers. As part of the time that I was at Hamburg, I was invited to go to the OECD for a few months as a trainee. That was wonderful and a really unique experience in that not a lot of people get to do that, especially not that early in their career. I was pretty young, but it was wonderful.
After my fellowship ended, I left Hamburg and came back to Washington, D.C. I started working for EY's national tax office here and stayed there for eight years. I wasn't really looking to leave, but someone suggested that I apply to work at the House Ways and Means Committee as a tax counsel.
This was in the spring of 2017. The talk around tax reform was heating up and I thought, "Oh, this is a total long shot. I'll apply and see what happens." The committee ended up hiring me.
It was a wonderful experience. I did that a year and a half. I joined in April of 2017 and left the end of September of 2018 and joined Miller & Chevalier, which is where I am today.
Nana Ama Sarfo: That's really wonderful. You've packed so many experiences into your career. I know you had mentioned in the article a few important things about mentorship and sponsorship. First is that mentors don't have to be in your life for a long time. The second thing is that small little pushes along the way in the right direction from people that know well, or even from acquaintances, can be really important and get you to where you need to be.
For younger professionals who are building their professional lives and professional relationships, what recommendations do you have for them for finding or attracting these kinds of microsponsors or micromentors?
Loren Ponds: I have been extremely fortunate in that I've had some great people along the way who have helped me for either a long time or a little while. I think everyone has those people in their career.
What I look for in people is that they show promise and talent, and who I want to help nurture and feed as they go through their career. I look for the things that make a successful lawyer. It's not necessarily your credentials or your GPA, but it's what you're doing with the degree that you've earned. In tax, learning the fundamentals, the mechanics, and the basics are what make you a good tax lawyer.
I do think that it's daunting when you're starting out. You're thinking about all the things you want to do and the career path you would like to take. But there's a lot of value in just being where you are.
They say grow where you're planted. It may not be where you thought you would end up or where you would like to end up, but look at every opportunity as an opportunity for growth and to get better. I think you will attract the kind of mentors you would like to have when you're doing that.
Nana Ama Sarfo: I love that you brought up that idea of unexpected journeys because one consistent thread in your career is that people have tapped you for important jobs that you weren't necessarily seeking. For example, shortly after you joined EY, you were selected to become the global transfer pricing operations manager.
Then, when lawmakers decided to pursue tax reform, an acquaintance thought that you would be a valuable addition to the process and that's how you wound up on Capitol Hill. What skills have you sought to acquire and perfect over the years that you think made you attractive for those kinds of roles?
Loren Ponds: What I did was similar to what I described before with regard to attracting mentors. I really do think that the best thing to do is to try be very good at what you're doing currently. These opportunities came to me, I would hope, because I attracted the attention of people with whom I work.
I have to say that going to Düsseldorf as the transfer pricing operations manager was a mix of preparation and a small amount of lobbying on my part. When I joined EY, I knew that there was a decent chance that I could go abroad again. I did not hesitate to make it known that I was willing and able to go abroad again with EY. It was fortuitous that it happened two years into working with the firm, but it did. So I went.
I have always tried to do the job that I had very well. That has led to other jobs. Everyone has goals and priorities. You have to keep those in mind. But it's also important not to get so caught up on the future that you're not handling the present. Do the job that you have. Do it well. Things will come to you.
Nana Ama Sarfo: I love that. Moving on to the Tax Cuts and Jobs Act, you helped draft the international provisions. Can you walk us through some of the high level goals and objectives that you and the team had in mind when you were starting to write the tax reform package?
Loren Ponds: The overarching theme in the international space was that we were moving to a territorial regime from worldwide taxation, which is what we had before 2017. We also had to be thinking about some anti-base erosion measures.
Tools were in place to prevent businesses being able to take complete advantage of territoriality, such that they earned all of their income abroad where they would not be sending to tax to the U.S. That's the purest form of territoriality. Some will say what we ended up with is a hybrid version of territoriality.
Before tax reform, there was a complaint that U.S. multinationals were not nearly as competitive as their counterparts abroad because of our high domestic corporate tax rate and the fact that they were subject to worldwide taxation, taxation at home, and subpart F income that they generated overseas. Their foreign counterparts are not subject to the same rules.
They had territoriality in their resident jurisdictions and would pay tax in the U.S., but that was it. Those were the big policy drivers.
Nana Ama Sarfo: What were some challenges that you and the rest of the team faced when you were drafting the TCJA and that you had to overcome in the drafting process?
Loren Ponds: I think it's difficult to overlay this regime with what was already existing in the code and things that weren't repealed. That was a constant concern when we were going through the process.
Of course, it's imperative that during a process, you have feedback. A lot of the conversations we had were making sure things worked while also evaluating feedback that we got.
Once H.R. 1 was released in committee we started getting immediate feedback from taxpayers. Processing that in real time was quite a challenge, but it was totally worth it.
Nana Ama Sarfo: When you look back at that period overall, what was most memorable for you?
Loren Ponds: What I loved was how collaborative the process was. My own tax writing group within the Ways and Means Committee was very collaborative. We had a great working relationship as tax counsel and tax advisers, and and we also did a lot of work with the Senate Finance Committee, with Joint Committee on Taxation, and folks at Treasury.
It was really a great experience for me because I was in the room with people who love tax as much as I do, who are extremely bright, and it was my every day. It is a complete luxury.
Working with House legislative counsel to actually draft what we were thinking and turn into language was an amazing thing to see. They're extremely talented people. It was just a luxury to be able to do this kind of work with them and end up with a product.
I think whenever you do some kind of major legislation, there are always things you could have done better or differently. But hindsight is 20/20. In the process, it was really wonderful. I miss it.
Nana Ama Sarfo: Kudos to all of you for taking such a herculean task and getting us the new regime.
Loren Ponds: It was a lot. I have to give due respect to those efforts made before I ever got there. There were drafts that were in existence. There were proposals and various administrations' green books talking about the minimum tax and anti-base erosion measures and things like that.
I have said before and I will continue to say: any kind of tax reform is a process. It will keep changing and evolving. We've benefited from the work of many who came before us.
Nana Ama Sarfo: Now that you're on the other side, what international tax developments have you been most excited about lately?
Loren Ponds: I'm excited to see what comes next. We have a new administration coming in January. On the campaign trail President-elect Joe Biden had some very discreet ideas about things he wanted to change, especially in the international space. I'm curious to see what can be effectuated, whether it's going to be through legislation or regulatory and administrative action. Change will keep coming.
I'm also excited to see what happens with the OECD's digital project. Will we actually have some kind of inclusive framework consensus by July of 2021? Is there going to be a phased implementation? Pillar 2 still has some major work in terms of defining the scope and the contours. I'm excited to see where that work goes and what implications it will have for domestic tax policy. What does that mean for the U.S.? Will we have to change things? If things go as planned, yes. That's long range. There's plenty happening.
Nana Ama Sarfo: Absolutely. I think 2021 could potentially be a pretty big year.
Moving away from that, the past few months have been pretty challenging for the legal profession due to COVID-19 and economic lockdowns. This time has also been particularly challenging for young lawyers who are trying to plan their path in the profession. I'm interested in hearing what advice you can share for new lawyers and soon-to-be graduates who are facing uncertainty in the market.
Loren Ponds: I think it's important to not buy into any kind of disastrous thinking. You will be OK. Remember where you started and focus on gathering experience. It's going to help you become a very good lawyer. Anything that can help you strengthen your writing skills and oral advocacy.
It's a little bit more difficult and maybe things aren't as traditional as people might've anticipated with regard to recruiting, but there are jobs to be had. I don't think the legal market on the whole is doing as badly as some might have anticipated back in March. There are opportunities out there.
It might take a little bit more creativity and perseverance. But, they will be able to start. They'll be able to get a good start and good footing and move on from there.
Nana Ama Sarfo: Now to close, can you tell us, when you take a step back and look at all that you have done and you've accomplished, what would you say has been the most rewarding part of your career?
Loren Ponds: I don't know if there's any one part. I really like the path that I've taken. I'm nowhere near retirement, so it's not over. But I like the way that it looks, when I look back. I like that I didn't do everything the way that everyone else did it. It hasn't hurt me. Take some risks and do what works. Everybody has different appetite for risk, but I do think it pays off to think differently.
Nana Ama Sarfo: Really, really wonderful advice, Loren. It's a pleasure to speak with you as always. Thank you so much for sharing your journey with us and for being so generous with your advice.
Loren Ponds: Oh, absolutely. Thank you for having me.