How to become a good General Counsel

This viewpoint is part three of a series that charts a typical path through an in-house career from a skills and behaviours perspective.

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Bruce Macmillan on 04/09/19

So, what does a good General Counsel (GC) (with a team rather than a sole counsel) look like? The starting point is that they are predominantly not a technical lawyer, although they may do a limited amount of drafting, document review and legal research on the most business critical issues. However, if this is more than a small part of their role then, in most organisations, they will not be prioritising their own and their team’s resources properly, which is a major failure.

Enabling CATs to control RATs

All GCs are enablers. They enable their business clients to take decisions at the right level of seniority in the business, enabling that decision-taker to be properly informed about, and accountable for, the level of legal risk involved in their decision.

This process exists to enable business decisions to be made at a level that keeps the business’ risks at its chosen level of risk tolerance in the enterprise risk management framework, whether this is formalised or not in the company (Risks At Tolerance (RAT)).

GCs do this through the provision of Contracts, Advice and Training (CAT) to their internal clients. So, GCs provide CATs to control the RATs! However, you do not provide the CATs personally; instead you enable their provision through your team.

Developing the skills and behaviours to become a good GC

To be a good GC, you need to understand:

  • every part of the business, activity by activity, service by service and location by location
  • what your management peers do and why. Find out the challenges and risks that exist in their roles and where there is likely to be conflict with other departments. Learn how to communicate about things that they care about in language that they understand
  • how to be a really good general contributor to management, in terms of:
  • budgeting
  • strategy
  • people planning
  • reviews
  •  be humble, learn and engage. If you have only ever run a small niche team, you will have a lot to learn from people with P&L responsibility, big teams and risk decisions to take (as opposed to simply advising on those decisions)
  • how to run a great team of people in your business. Make full use of all the systems, processes, tools and training at your disposal. Forget for a moment what the team are delivering or that some of them are lawyers. Good in-house teams increasingly include nonlawyers with experience in:
  • project management
  • budgeting
  • internal communications
  • knowledge management
  • people management
  • the team may also include business partners from other areas of the organisation partly embedded within them
  • how to define your team’s role. Look at how that role connects with every other department in the business and think how to connect their functions with the law, legal process and legal team consequences
  • how knowledge management, training tools and IT work
  • how to source, select and manage delivery of services from your suppliers (a few of which will probably be traditional law firms).

You should also identify the parts of your role that do not include legal work (which, if you are running them, you will need to think about separately). For example:

  • compliance
  • records management
  • supply chain management
  • sales order or tender management
  • commercial negotiations.

Where is the law in all of this?

The GC’s legal work is primarily concerned with identifying how to make your team an effective business partner with the business and to understand what each function is doing. You must then consider and research (if needed) the legal implications of those activities and respond with effective, timely and proactive CATs to help the business to control its RATs.

You may have noticed the lack of any specific law yet. As an enabler, like any other senior enabler in any other function, the vast majority of what you do is not about your specialism. It’s about being strategic and enabling coordinated, consistent delivery through others (your team) to others (your clients):

“One team, one answer correct in law, aligned with corporate policy, delivered proactively in language that the business understands and in ways that they are able to accept and use.”

Managing and developing staff

Your function is a brains trust department with a limited number of very expensive staff (by general business standards) who are hard to develop, hard to exit if you let them go off the boil, and difficult and expensive to replace reliably. Therefore, you need to be excellent at managing and developing staff.

So, your top priority, after working out what legal needs your business has of your team, is to be a great hirer, people developer and people manager. You need to be someone who can take hard decisions quickly when someone in your team is not pulling their weight because it is harming their colleagues, their clients, the team and you.

Your deputies and their deputies should be on a career path that allows them to progressively develop their competencies in all of the areas that you are competent in. As they grow, they should, at their respective levels, become “mini-me” versions of you. They should be given roles with more width and depth of responsibility, roundedness of experience and non-law content. If they do not like this, then you need to help them to find enjoyment or to find a different role. Your primary job is effective legal services delivery not to be a “lawyer’s social club”.

After all, when you go on holiday, are ill, get promoted or move companies, the highest compliment that can be paid is that everyone in your team follows the succession plan and stretches up to just manage the role above them in the plan, and that the direct external hires that follow your exit are at the bottom of your team, not at the top.

Taking action: what to do next

If you are at the top of the tree and the scenario outlined in this viewpoint does not sound like you, then it is possible that your circumstances (your company or role) are unusual. Certainly, if you are a sole counsel or in a company that lives or dies on one or two areas of law only (such as anti-trust), then the position may be rather different. Nevertheless, it may still be worth taking stock of your situation in light of the issues raised in this article.

  • So:take all of the points outlined above, list them, and then score yourself against them as:
  • good
  • competent
  • development area, or
  • not applicable
  • provide a reason to justify your rating or, if you are unsure, list the actions you need to take to find out. Where you have said good, explain what you will do to maintain that level
  • where you have said competent or development area, set out the steps you will take to become good and to stay there
  • where you have stated not applicable, explain how you will regularly check so that it remains not applicable
  • be brave and ask some people you trust to give you their confidential ratings of you against the same criteria
  • work out why the differences in rating exist between you and them, and what you are going to do about those differences.

For mid-level in-house lawyers, do this exercise and agree it with your boss to help your development plan over the coming years. If you do not like the challenge that you see, then decide what you want to do instead. Remember the second Peter Principle point, it is very hard to stay still and stay competent in an organisation for prolonged periods of time.

For junior in-house lawyers, if you like what you see then you have now got the road map for your personal development for the next 10-12 years!

Regardless of what level you are at, above all else, be self-aware and think about what you want regularly, as needs change over time. Remember that although others may shape your career and help you with it, nobody other than you owns or can deliver success in your career.

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