I came across a blog post recently over at the "Business of Law Blog" by LexisNexis titled "The Evolving Role of General Counsels in the Corporate Legal Department". It's a good read but the reality is the role of General Counsels has evolved within companies and not just the Corporate Legal Department. The blog post had me reflect on when I was a General Counsel and all of the skills and competencies required to succeed as a modern General Counsel. I did not step into the General Counsel role having previously acquired or learned all of these skills. The first year was spent learning. Constantly learning as much as possible.
It is not good enough to be a good lawyer. There are LOTS of good lawyers. On the flip side there is not an abundance of good General Counsels. Think of any professional sport. There are LOTS of good coaches BUT there are NOT a lot of good Head Coaches. The days of a General Counsel being a great lawyer that just weighs in on legal matters are long gone. The modern General Counsel is the CEO of their function and must be viewed as a key business strategist within the company and, especially, the C-Suite.
The expectations of the capabilities of the modern General Counsel from the C-Suite are higher. The expectations of the capabilities of the modern General Counsel from other functions are higher. And, often overlooked, the expectations of the capabilities of the modern General Counsel from the internal legal team are higher.
To be successful, the modern General Counsel must:
1. Have Business Acumen. A General Counsel doesn't need a formal M.B.A but must know their company's business well. This means they must know and understand their company's sales channels, key customers, key suppliers, the supply chain (and supply chain risks), enterprise risk management, crisis response plan, insurance coverage, tax strategy, cash management strategy, competitors and their businesses, industry trends (including legal and compliance), their company's products, new product development, and the market perception of their company. A General Counsel must know all of this because they are expected to play an active role in managing the business. This means more than just giving good legal advice. The modern General Counsel is expected to provide strategic business guidance.
2. Be a Lifetime Learner and Quick Study. The modern General Counsel must have intellectual curiosity. They must want to learn about the company, how it makes its products, the quality processes, how it handles product returns, how it treats employees, how it treats customers and suppliers. This requires active learning and getting up and out of your office. They can’t learn about the business just reading reports, they have to go to where the production is. And because they are expected to be a strategic business advisor they have to be able to learn new things all of the time.
3. Demonstrate Value. A modern General Counsel doesn’t demonstrate value by winning a lawsuit or finalizing a certain deal. The modern General Counsel must demonstrate how the Legal Department improves the business. What’s the return on investment? A modern General Counsel must determine how well the Law Department manages risk, legal matters, legal spend, and relationships with legal service providers. The Law Department cannot just function as an internal law firm. It must demonstrate more value otherwise all or most of the work should just be outsourced.
4. Demonstrate Good Deployment of Capital Allocation. As the CEO of the Legal Department, the modern General Counsel must demonstrate an ability to deploy the Legal Department budget and human resources effectively and efficiently. With the increased scrutiny of Legal Department budgets, the modern General Counsel must demonstrate that the internal and external resources doing the work are efficient, cost-effective, and valuable. Trying to do everything in-house is inefficient and will lead to burnout. Outsourcing everything is difficult to manage. The modern General Counsel will use a Law Department Work and Resource Allocation Study to evaluate the legal work streams, the risk associated with that work, and the strategic value of that work in order to arrive at the best resource (internal or external) to do that work.
5. Have an Understanding of Legal Process Excellence. Closely aligned to numbers 3 and 4 above, the modern General Counsel must constantly drive the Legal Department to evaluate its operational processes to streamline and continuously improve service delivery. The only way to do more with less successfully is to root out the inefficiencies in the service delivery processes. Otherwise, less people are going to be doing more work, which is unsustainable in the long run.
6. Have an Interest in and Understanding of Data Analysis. Every other internal function utilizes data about their department and how they’re performing. The modern General Counsel understands that their function is not special. In order to succeed in demonstrating value and good capital deployment, the modern General Counsel must be tracking metrics that demonstrate the performance of the legal function and the value it brings to the organization. The modern General Counsel is able to step back and look at the bigger picture of the data that can be harvested internally and externally (from legal service providers) that demonstrates trends and performance.
7. Understand Technology and Systems. Technology is the backbone of every company. The modern General Counsel must have an understanding of the technology and systems used company wide. From enterprise resource planning systems to human resources information systems, the modern General Counsel must understand how these systems work and how they are used. Data Protection and Cyber Security are at the forefront of topics of the Board of Directors and the modern General Counsel must be on top of what data comes in and out of their company’s systems and where and how that data is stored. This includes personally identifiable information and protected health information that is exported to and stored by third-party vendors.
8. Be an Excellent Communicator. The modern General Counsel must be an excellent communicator to the C-Suite, the Board of Directors, and, most importantly, to the Legal Department. The modern General Counsel talks like a business person. An often overlooked part of the General Counsel “communication plan” is communicating the value of and what the Legal Department “actually does” to all of the other functions within the company. The modern General Counsel’s job is to “market” and “lobby” on behalf of the Legal Department to the C-Suite and all of the other functions. This doesn’t have to be a bombastic “glory memo” but Legal Departments often keep everything behind a black curtain (sometimes for good reason due to confidentiality and attorney/client privilege) and this makes it hard for non-lawyers throughout an organization to understand and appreciate the hard work and value that a Legal Department brings to the company. Members of the Legal Department work hard and want to know that their hard work and effort is appreciated. As a result, the modern General Counsel must not let emails and other communications from Legal Department members go without any response. The modern General Counsel is regularly visible to the Legal Department. The modern General Counsel also communicates the strategy and vision of the Legal Department to the organization’s legal service providers.
9. Be a Developer of People, a Teacher, and a Mentor. When lawyers move into a Legal Department the chatter becomes “you need to be a manager of people” to move up. But most lawyers are terrible managers. It’s not their fault – they’ve elevated their careers into key roles with little to no training of how to be a manager because that’s not an area of focus in most law firms. The modern General Counsel doesn’t view themselves as a “manager.” The modern General Counsel in their role as CEO of the Legal Department is a “developer of people.” One of the key roles of the modern General Counsel is to develop and grow the talent within the Legal Department and not simply to “manage” them. The modern General Counsel is a teacher and a mentor to the members of the Legal Department. No General Counsel can succeed without a talented team learning, growing, and performing at a high level in the Legal Department.
10. Have the Skill and Ability to Anticipate and Evaluate Risks. Any lawyer can issue spot and identify risks. The modern General Counsel can both anticipate risks and evaluate them. This goes hand-in-hand with being a business strategist.
11. Have Foresight and Keep Up with Legal Trends. The modern General Counsel is not stuck in the past of how the “practice of law is done.” The modern General Counsel is consistently evaluating new approaches, staffing models, pricing strategies, legal operations, technology, and legal service delivery models to potentially implement and/or improve the delivery of legal services to the organization.
12. Have a Vision for the Legal Department. The modern General Counsel doesn’t simply have their head down being reactionary and fighting fires every day. The modern General Counsel has a vision and strategic plan to propel the Legal Department to an exemplary function within the organization and the legal industry.
13. Have High Emotional Intelligence. A good leader can deftly manage their emotions and the emotions of others. The modern General Counsel has a high stress role and works with others who are often under immense pressure and involve high stakes issues. The modern General Counsel is the calm in the center of the storm.