Women In MusicTech #3 – Sophie Goossens

A typical week for Goossens is “intense” she tells us, and involves EU-wide copyright work (which currently focuses on changes that will come from the transposition of the EU Copyright Directive), media regulation work, drafting agreements for product launches and offering advice on blockchain. Here, we chat with her about NFTs, diversity in music and what advice she would offer to someone looking to follow in her footsteps. 

Non fungible tokens (NFTs) are considered the new El Dorado for independent artists. What challenges do they bring about from a legal and copyright perspective?

Currently, there is a fair amount of vagueness from NFT creators as to what it is they are actually selling as an NFT, and a lack of awareness by fans in relation to what they are buying. NFTs can represent a number of different transactions, for example, NFTs may: document a sale of the relevant asset, in which case the token will either encapsulate a transfer of property (for tangible assets) or an assignment of intellectual property rights (for intangible assets); confer a license relating to the relevant asset, for example a token encapsulating a grant of rights; or document a supply of services, for example a ‘digital certificate’ token. 

Problems can arise when NFTs are labelled as a sale but are in fact either a license or a service supply. In our experience, rarely is true ownership ever passed to the buyer of an NFT. The mismatch between the vocabulary being used to describe an NFT and what it really does, could attract criticism from NFT buyers but also regulators. 

The key challenge for artists that are interested in minting NFTs — a term that’s used to describe producing an NFT for the first time — is to gain a clear understanding of what exactly they are going to package as an NFT. An NFT is not in of itself the asset, it is essentially just a digital representation of a transaction relating to an asset (digital or tangible), encapsulated in a digital token recorded on a decentralised and publicly accessible database (a blockchain ledger). Tokenisation makes a transaction tradeable, and this tool promises to unleash new potential for a number of music-related assets. 

What advice would you offer to artists who are looking to get involved in the NFT world?

It is key to identify the content and scope of the transaction being tokenised – artists need to look at what asset they want to attach an NFT to and be clear about what the NFT does, and importantly, does not do. Artists also need to be conscious of their asset’s ownership structure as they may need to seek permission from a music publisher, the collecting society they are a member of, a record label or a distributor they have granted rights to.

From the outset, we strongly recommend artists work with their legal advisers to make sure they don't fall prey to some of the most common pitfalls. Common issues which may arise in NFT transactions are likely to include the need to ensure that sufficient licensing language is included in the agreement in order to affect the grant of rights. The global nature of the NFT market, operating alongside the territorial nature of intellectual property rights like copyright, will create real legal challenges in enforcing these agreements. For an artist creating an NFT, this means carefully choosing where and how to create and host the agreements relating to each NFT and whether mediators may need to be appointed to resolve disputes. This aspect of NFTs is particularly relevant in the context of consumer laws, which requires operators to be transparent with consumers about the transaction. No artist wants to disappoint fans and it is important to plan for what will happen to the NFT both before and after it is traded. 

As you will know, the music industry and also legal business and tech world have historically been male dominated. What needs to happen in order to change that?

Yes, the music business has traditionally been male dominated, however the last two decades have seen the role of women in the industry evolve from supportive roles to executive roles and the industry is now far more diverse than it once was .  

What needs to happen next is going beyond simply adding women, or diversity, or increasing the range of people representing different social cultures at work. It requires inviting new values and active collective leadership in transforming the music business. This is particularly difficult to do because our industries have been shaped by what sociologists call the ‘masculinity contest culture’ which rewards extreme confidence, the stamina to work long hours, dog-eat-dog competition, and the prioritisation of work above all else, including one’s emotional well-being. Until we are able to redefine this outdated definition of ‘success’, it will be really hard for any business to meaningfully transform the workplace so that minorities, including women, feel that they belong without having to mimic these traits.

Education, awareness and culture are essential in making this change a reality. In that respect, it is heart-warming to see so many initiatives in the music business educate their workforce about these issues and drive change. 

What advice would you offer to someone who wants to pursue a career as a music lawyer?

I love my job and I wake up every morning feeling blessed that I do. I believe there’s a real correlation between what you’re good at and what makes you happy. So being good at what you do, or at least striving to be, is always going to be my number one piece of advice to anyone pursuing a career in the legal industry. In other words, there is real value in putting in the hours to gain expertise or a specific set of skills. Music law is really sophisticated and mastering it may seem daunting at first but it pays off!