Moving on when a colleague departs - exit checklist

As a General Counsel or senior in-house lawyer, you’ll probably have to manage the exit, whether voluntary or imposed by you, of a team member at some point. Depending on that employee’s role and seniority, the process of disentangling them from your organisation’s legal affairs could be lengthy and complex.

If you are leaving yourself, then, as a professional, you should try to be a "good leaver" and not leave a mess behind you. This list will help. 

It’s a fact of life that, from time to time, people will leave your organisation (including you). As a team leader in an in-house legal department, the imminent departure of an important team member will present you with a number of administrative tasks. 

Here then, is our exit checklist. This should help you ensure continuity, protect your organisation and effect a smooth handover as you approach your colleague’s or your own leaving day. 

Resignations and replacements

• Ensure the leaving employee resigns any directorships or Company Secretary roles within the group, including any with non-trading subsidiaries and joint ventures.
• De-authorise them as a signatory to bank accounts, subscription services such as PLC and Blueprint, other software and system licenses and regulatory bodies such as data protection registrars, trade mark registries and the Solicitors Regulation Authority.
• Terminate any authorisation to approve internal budgets, sit on committees and initiate new projects. 

Make sure that a replacement person has been seamlessly lined up to take on these roles so that you are not left unable to do things because of a failure to have the needed decision makers in place.

Internal communications

• Remove the employee from email groups and calendar invites and terminate access to shared drives, databases and other electronic resources. 
• Circulate a leaving announcement along the lines of “Thank you, she’s been super and will be missed. As of 21/11/18, please contact [name] instead”. 
• Circulate message saying “[Name’s] role/purpose/reporting line is…” internally at the same time as the leaving message above. 
• Set internal email redirect and intranet messaging. 
• Update all internal training, including dawn raid guidance, where the leaver is the stated first point of contact. 

Again make sure that a replacement person has been seamlessly lined up to take on these roles so that you are not left with gaps. 

External messaging 

• Set email auto responder for the leaver’s email address and other electronic communications. Include a forwarding address and number for personal contacts. Personal correspondence shouldn’t be read or forwarded. 
• Set voicemail messages for the leaver’s landline and mobile (where provided by the organisation) phones. Monitor and reply to messages and texts and ensure the numbers aren’t reallocated to anyone else for six months, unless the leaver is porting the mobile number. 
• Have the leaver’s post forwarded to yourself and develop a protocol for dealing with difficult personal callers, especially if the leaver has forgotten to pay a bill! 
• Discuss the timing of changes to yours and the leaver’s LinkedIn and other online profiles.
• Prepare and distribute a leaving announcement to the trade media. 
• Ask the leaver to introduce you or a nominated replacement as your organisation’s new contact for trade groups and associations where they were the principle contact. 
• Advise external law firms, Company Secretaries and notaries that:
  • You’re the new relationship manager as of [date]; 
  • All new or continued work now needs your prior approval; and 
  • All work in progress and expenses up to [date] are to be sent in draft invoice with time recording by [date].
  • Ask law firms to provide, for all live matters, a one page per matter summary outlining: 
    • What the matter is;
    • Why it’s happening;
    • Its current status; 
    • The next steps; 
    • What the risks and uncertainties are; 
    • What big decisions will need to be made, and when; and 
    • Projected costs and timescales associated with the matter.

Tell the matter partner you assume each document will take no more than two hours to prepare– unless they explain why they need more time before doing the work. 

This exercise will help you avoid oversights and give you a good overview of what work is in hand. It also avoids you having to rely on the leaver’s memory being perfect. 

Accounting

Working with the leaver and the accounts department, familiarise yourself with: 

• What work needs to be invoiced and what bills are as yet unpaid - get them to approve and sign off on all of the work that they have commissioned or to provide reasons why not that you can action before they leave; 
• Invoices raised but in dispute. Ascertain how much is in dispute and why, the current status of the dispute, next steps, and knowledge of other party and get a copy of the most recent correspondence between the parties; 
• Any uninvoiced work known to be uncontentious. Establish when this work will be invoiced; 
• Uninvoiced work that is in dispute. Find out why, what the current status is, what the next steps are and get a copy of the most recent correspondence; 
• Work uninvoiced for unknown reasons. Again find out why, what the status is, decide on next steps and get copies of relevant correspondence; and 
• Other accounts-related issues, such as legal software licence fees due, other legal department bills and any personal expenses and travel costs the leaver has incurred or committed to and trade body, knowledge banks and other services that the individual may have subscribed to at the company's expense for their work.

Contacts

Ensure any handover of a professional address book covers the who, the what, the why and the when and includes:

• Internal contacts; 
• Clients; 
• Advisors – check the contractual status with advisors and the timing and reason for the most recent contact;
• Project owners and other key stakeholders; 
• Regulatory contacts; and 
• All other contacts necessary to the smooth running of the in-house legal department.

Filing

• Find out where the physical files are stored, how they’re ordered, how complete and up to date they are and who else has access to them. 
• Assess the indexing of the physical archive, whether on or off site. Find out how to access the archive and check that record retention policies are compliant and adhered to. Also, ask if there’s anything in the archive subject to legal hold for litigation or regulatory purposes.
• Ascertain if there are any live deal rooms for M&A or disclosure spaces (physical or virtual) for litigation. If so, where are they, who has access, who’s paying, how are they managed, and how long will they be available?
• Find out who owns your organisation’s relationship with bodies such as Companies House, data protection registrars, patent registries and trade mark registries. Note what needs filing, renewing and paying for in the next three months. Do the same for licensed software. 
• Ensure you fully understand and will still be able to access formal electronic filing systems, such as Sharepoint, Share Drives and your organisation’s intranet after the leaver has departed. Assess any work necessary to bring the systems up to date. 
• Assure yourself that the leaver has cleaned their computer hard drives, structured the remaining files and walked you through them. In the worst case, ensure you can access the files after the employee has left. Ask the leaver to:
  • Leave their emails available for you to access; and
  • Sign a written acceptance that their email account and computer drives will remain frozen but accessible to you for six months after their leaving date.

This checklist is not exhaustive and, depending on your organisation, you may wish to add to this document. If so, do let us know, so we can keep this resource as up-to-date and as helpful as possible. 

Conclusion

When a senior in-house lawyer leaves an organisation, there’ll be a lot for you, as their manager or departmental head need to think about. From terminating their roles on committees and boards, through internal and external messaging, to accessing files and emails, you’ll have a range of administrative tasks to take care of. Keep this checklist handy to remind you of the key considerations. And, if you add to it - share your additions with us we can keep this resource useful to the wider in-house community.