Line Manager
1. The relationship works two-ways and it’s important to understand that you can influence how successful the relationship is. While you want to feel supported and be given new opportunities and challenges, so too your line manager needs things from you.2. Think about your line manager’s preferred communication style. Do they like brief, regular catch-ups to talk about issues? Or do they prefer something in writing instead, or as well? Usually, it’ll be a combination of the two but recognise how your manager likes to receive information.
3. Avoid nasty surprises by flagging problems early. Better to raise something too early than too late. Raising problems means that your line manager should be able to advise you on the best way forward given that they’re likely to have come across the problem before.
4. Look at the wider perspective. Understandably, you’ll be focused on your responsibilities and objectives and you’ll be reporting on these and seeking your line manager’s help and support. Remember, though, that they will have a wider brief and will need to take account of other business objectives and pressures. Try and look at things from their side of the desk, as much as you can, as this can help you focus on what’s most important and ensure that your meetings are productive and collaborative.
5. When you meet with your line manager, be prepared. Their time is valuable so respect that by identifying the things you want to discuss and be clear about what you want from the meeting, even if that’s simply the chance to talk a problem through.
6. Be proactive. Even if you do want advice on a thorny problem, make sure that you’ve done your homework and have worked through the options you think are open to you. Your line manager will appreciate that you’re being proactive even if a problem hasn’t been solved.
7. Negotiate. If you manage a team or the entire legal function, you will be wanting more or different resources from time to time. This could include new or replacement team members, IT software or systems, or more training resources, for example. You may well have to produce a business case and negotiate hard for these. Your line manager may be sympathetic but they will have their own limits.
8. Disagree in private, be supportive in public. A good relationship with your line manager means that you can discuss issues and disagree from time to time. But in public it matters that you support your line manager and are not publicly critical of them. Otherwise, the relationship can look dysfunctional and undermine both your positions and credibility.
9. Get the feedback you need and give it in return. A mature relationship will mean your line manager will be open and honest with you about what works and what doesn’t. At the same time, it’s important that you have the opportunity to feed back to your manager about how you might work better together. A good manager will not be threatened, although it’s important to keep the tone warm and respectful.
10. Relationship breakdown. There’s no guarantee that the relationship with your line manager will be a smooth one. Whatever the reasons, relationships can break down or perhaps never really take off. When all is said and done, your line manager has the final say. Of course, our line managers have their own pressures, which may include circumstances you are unaware of. Here, you need to keep plugging away, doing the right things but also rely on your mentor(s) for support and guidance. And if you don’t have a mentor, it’s a good idea to get one and build a network of support as there will always be situations where you need wider support, whatever the relationship with your line manager.
The Board
11. Understand their role. When you first start interacting with a board by attending their meetings or providing regular reports, it matters that you understand what their role is. This includes any obligations under wider company law as well as their particular role within the organisation. This includes understanding what decisions the board needs to take (and when) regarding matters relevant to governance and the business of the organisation - for example, obligations owed to regulators and those with oversight responsibilities. This knowledge will help you understand the obligations and pressures on the board so that you can help or influence them, as relevant.12. Know the people. Boards are made up of individuals, usually from a range of backgrounds and experience. They will have different interests and areas where their expertise is particularly useful. It will help you to get to know them as individuals, what their passions and concerns are. This will help to add context to their decision making, allow you to see who may be the best collaborators and advocates for ‘legal’ matters and how you may need to present information to have maximum impact.
13. Explaining legal issues. Just because it’s a board you’re dealing with, this doesn’t necessarily mean that they are familiar with legal issues, particularly in relation to legal risk. Consequently, it’s important to clearly identify important legal risks in the context of a particular business issue and in a way that facilitates decision making. This usually means brevity, clarity and avoiding ambiguity. But if an issue is unclear and should be considered in more detail, say so.
14. Reporting legal risk. It can help if you help the board to become more familiar with the concept of legal risk and its potential impact. You can do this in written reports by adopting a formula that identifies the risks, their impact on certain key metrics (e.g., cost, reputation) and the potential and best ways forward. You could also add an outcomes percentage whilst making clear the uncertainties. Adopting a process should help those unfamiliar with legal risk to get a handle on it and aid decision making.
15. Setting the agenda. If you are at board meetings or reporting to them, it’s likely that your value has been appreciated. As board agendas are usually full, the board members will not want to grapple with superfluous papers or information. At the same time, you will want to make sure that important issues are raised and decided where there are important legal issues in play, particularly if the norm is for certain legal matters to be reported without discussion. This is where your relationships with the board and, particularly, the CEO, Chair and Company Secretary (if not you) can really help as they are likely to be influential in setting agendas.
16. Get legal issues sorted early. By this we mean try and sort out and agree difficult legal matters ahead of any board meeting where a decision may be required. Boards rarely want to have discussions about complex legal issues and make decisions there and then in the light of advice received at the meeting. So, consider how the legal aspects may be simplified and resolved earlier so that the board can focus on the business issues, factoring in the relevant legal advice. This may not always work or be appropriate but it can be useful to look at issues from the perspective of the decision that the board is needing to make in any particular context.
17. Changing negative perceptions. Not everyone at the board table may be a fan of lawyers and you may need to win some over. Three approaches can help. First, build those relationships. Second, speak the board’s language and don’t waste their time on unnecessary detail. And third, be credible i.e., someone who understands the organisation and offers calm, practical advice that aids decision-making. This credibility will also help a lot when you are having to advise against a particular course of action.
18. Challenge and pressure. As a senior lawyer, you will be used to challenge and any board is likely to question and probe you on your advice, particularly where difficult or controversial. Again, this is where the strength of your relationships will help you as you may be able to build alliances that help establish understanding and expectations that may make a difficult position easier to navigate. At the end of the day, of course, you are there to advise and that may mean going against the grain and being unpopular.
19. Independence. Although you are an employee of the organisation, your role requires you to adopt an independent position. In practice, this should not be controversial but may not be easy for some managers and executives to understand. Simply clarifying your role can help, particularly what your obligations are and how these may impact the advice you give. It can also help to have a dotted line to a non-executive so that you have the opportunity to discuss difficult or controversial matters outside of board meetings.
20. Purpose. The General Counsel is responsible for making clear to the board what the GC and their team are there to do and not do. Clearly, this means providing high quality legal advice to enable the board to make good decisions. It also means making clear the role in protecting the organisation and in complying with its principal obligations, including under the law, regulations and any wider principles that the organisation is a party to and the obligations of the GC and the other lawyers. This is not the same as saying that the GC is the organisation’s policeman or sole ethical champion. Communicating purpose in a way that is clear and practical and avoids exaggeration is a key aspect of the GC’s relationship with the board.