New to in-house?
Earlier this year, we held a series of sessions aimed at lawyers new to an in-house role. This note develops some of the key themes emerging from the discussion.
In-house legal teams are very varied, as are their clients..
In this context, a client is the manager or other colleague asking for advice. Of course, the organisation itself is the client but it acts through its board and management.
There are many different types of in-house legal teams. They vary depending on the nature and culture of the organisation.
Some clients are used to working with lawyers, others less so and the latter may not understand how to use you for the best. Consequently, you may need educate some clients about when and how to seek your help.
Clients vary a lot in their knowledge of legal issues and of the legal risks involved in a project or transaction. While your advice will be the same, it helps to vary how you present it to different clients.
Your clients will often have a range of expertise. It’s important to value this variety and to listen and learn from their different experience and perspective. Not everyone approaches an issue or problem like you do and understanding these different styles and priorities is an important learning step.
Here are three categories of clients that you may encounter:
- The reluctant client. This is the colleague who you know they should be asking for your input and advice but, for whatever reason, they don’t. This may be because they don’t appreciate the value of getting legal advice or of getting it at the right time, rather than as an afterthought near the end of a project. Here, you will be looking for ways to put yourself in the loop by selling the pros and cons of not involving you. Solving a knotty problem will help your case considerably, as will showing your value in a crisis! If the reluctance is more systemic, it needs to be addressed by the General Counsel or other senior legal management.
- The over-reliant client. This is the colleague who seeks advice on every minor or repeat issue, including if it’s not really a legal matter. You will need to push back, including by highlighting that the team’s (limited) resources need to focus on priority areas. Initiatives such as guidance notes, intranet Q&As and training should help deal with repeat legal queries. Ultimately, the solution lies in clarifying the purpose of the legal function and what it does, and does not, do.
- The stubborn client. This is the person who asks for your advice but then rejects it. What do you do? This may depend on whether the advice goes to an area of business strategy where the client may legitimately opt for an alternative option after taking account of the legal risks. But if it concerns legal compliance, including where there are reputation risks at play, you will need to be firm and have an escalation policy through your line management and perhaps to the board if you are the GC.
Getting to grips with legal risk
This is often highlighted as a key area for in-house lawyers. But is it clear what legal risk is and how you should approach advising your clients about it?
The first requirement is to be knowledgeable about your organisation. It’s important to appreciate what problems your clients are needing to solve and what their priorities are. Understand how the organisation make money or generates value and how it loses it!
You also need to understand how your clients approach different risks and the organisation’s culture in relation to risk. Not all legal risks are the same. Some may be tolerated as part of normal business risk while others will have a zero or low tolerance level.
Understanding the context will help you in advising clients about what the legal risks are and the options for managing them.
The purpose of the in-house lawyer
Whether you’re the first in-house lawyer in the organisation or whether the function has been long established, it helps to set out your purpose and how your clients use you. What are your key areas of activity? What are your priorities and goals and how is the legal resource rationed? Who can seek your advice and how? Who pays? Who is accountable for the advice given? How are concerns escalated? How is feedback given?
These are fundamental questions but they’re not always clearly signposted, which can result in mismatched expectations, even in established legal functions. The ‘contract’ between the in-house lawyer and the organisation is an important one as you are both a facilitator and a guardian. Seeking clarity in a written purpose, whether short or running into lengthy protocols or service agreements, should be a starting point for any new or existing function.
Overcoming perceptions of being a ‘blocker’
Some clients may express reluctance to use their lawyers because of concerns that you’ll block what they want to do. This can lead to the potentially dangerous situation where important legal issues are overlooked.
The in-house lawyer has a responsibility to ‘educate’ their clients on the importance of legal compliance and legal risk in the organisation. To do this effectively, you need to build your trust and credibility with clients so that they understand your value in being ‘at the table’. There’s nothing like a crisis to act as a persuader but, crises apart, the strategy must be to work on building relationships and getting involved in business conversations or projects so that others can see the value of your critical thinking, cross- business perspective and sound judgement (in addition to your legal knowledge). It’s about demonstrating how you can help your clients further their business objectives by highlighting legal risks and issues while protecting the legal integrity and reputation of the organisation. Clients should see the value in this role – otherwise why have an in-house legal function at all?
Advising versus doing
One of the joys of working in-house is the opportunity to get closely involved in the organisation’s business and activities. It’s great to be able to play a part in helping your clients meet their goals and objectives. The more ‘commercial’ you are the more you’re likely to be valued. However, it’s worth remembering the difference between your role as an adviser and as a business executive. You advise your clients but the responsibility for acting on that advice is the client’s, not yours. You help the client in reaching a decision and you may well highlight a best option or options. But you should avoid being seen as responsible for the business decision itself as that is the client’s responsibility.
As an in-house lawyer you need to find out about what your clients are planning and their thinking. One way to do this is by asking questions of colleagues, whether in formal meetings or at the coffee machine. You may be surprised by how much useful information you pick up just by chatting in informal settings. It’s a very useful way to learn about what’s happening and to demonstrate a willingness to listen and help.
In formal meetings, don’t be afraid to ask the obvious, awkward or even silly questions. Just because no one else has asked them does not mean they’re not important. Very often others will have the same questions but were waiting for someone else to speak up. Just because a question seems obvious or trivial, ask it rather than being unsure. You may well find that your thoughtful questioning helps to clarify issues and plans.
Advancing your career
In-house law has different career paths to private practice. Senior management roles may be limited and your strategy may need to include moving sideways, geographically or to another organisation to meet your ambitions. You may also, at some point, consider moving into a non-legal role. But whatever you decide to do, you will benefit from these steps:
- Visibility – be seen and known in the organisation. Get out and about, volunteer for project teams, training and presentation assignments, for example.
- Stretch – get out of your comfort zone. Look for opportunities to deepen and broaden your skills and experience.
- Coaching and mentoring – take advantage of any on offer in your organisation and, in any event, seek out good mentors and coaches who can help you with your development.
- Take responsibility – for your own career. Of course, your line managers and others should help with your career development but, ultimately, you will need to decide what steps to take to further your ambitions – whatever they may be.
This is often discussed in the context of senior roles but it’s relevant also to those in other roles as it operates at different levels. You can adopt a leadership mindset in the way you deal with your work, in your relationships with your colleagues and clients and in how you conduct yourself in the organisation. These are all areas where you can build your reputation for efficiency, collaboration, clarity and integrity, all of which will mark you out as someone with leadership qualities.
Working with external lawyers
While many in-house teams pride themselves on keeping their core work in-house, there will be occasions when you need to work with external lawyers. Indeed, if you are part of a very small team, this collaboration may be part of your business model. Either way, you may decide to outsource work where external expertise is needed; where you don’t have the internal resources to meet a particular need; and where there are jurisdictional issues you cannot cover.
When working with outside lawyers, look for those than have a deep understanding of the sector and of your organisation and who understand the legal landscape in which you operate. Also, look for a collaborative approach where the external lawyers are able to work as an extension of the in-house team. And don’t forget the value of friendly counsel – someone you can call to chat through an issue without the need for detailed instructions or even a bill!