Becoming a General Counsel (GC) or Chief Legal Officer (CLO), or making a move to a more senior GC or CLO role at a more prominent company, is not simply a matter of rising through the ranks or toiling away for years at a law firm and then deciding one day that you would like to throw in your hat for the position. Years ago, longevity in the legal field, motivation to fill the role and a projection of confidence may have been sufficient to mint a new GC or CLO, but the world has changed and the role of General Counsel has evolved along with it.
In today’s complex and competitive marketplace, successful General Counsels and Chief Legal Officers need to excel across a range of key, identifiable areas (spelled out below) and demonstrate their ability to be a key asset to their companies, helping make or break their long-term success. Often, GCs and CLOs also run a legal staff and provide leadership and management of other attorneys, compliance professionals and/or administrative personnel. In addition, they may be members of an executive team and collaborate with cross-functional groups to give input on diverse areas such as product development and marketing.
Successful GCs need to excel and execute across a range of key, identifiable areas.
If you are currently in a GC role and want to raise your game (or emphasize your value proposition in an upcoming interview), or if you are looking to become a GC or CLO from a law firm or in-house counsel spot, here are eight core qualities you must cultivate to be successful in this key role.
Know the business inside and out.
1. Understand the big picture of the business and industry. This point is emphasized so often that the words “big picture” begin to sound cliché, but it is nonetheless #1 on the list of attributes for a successful General Counsel.
The most effective GCs focus on the business first and understand that the legal aspects of any deal, regulatory requirement or dispute must be viewed from the lens of the business goals. (In the case of a non-profit organization, the “business” is the “mission,” and the same principals apply.) This point is especially relevant for attorneys who are aiming to switch from a law firm setting directly to a General Counsel role, as they may not have been as close to the day-to-day needs of the business while working on high-level matters such as acquisitions, litigation or other big ticket items.
To facilitate your top-down understanding, you should ask yourself questions such as:
Corporate Matters: How does the current acquisition, joint venture, contract or other transaction create value for our company? What risks or implications does it hold, what failures are possible (and how likely are they to happen) and how does it fare in the overall cost-benefit analysis? How will we integrate what is new into what we already have, and who needs to be on board? What should we be thinking about that hasn’t yet been raised?
Compliance: What is the impact and true cost of compliance with current and proposed regulations, and how can we effectively meet our obligations or, if appropriate, obviate the need to comply?
Disputes and Litigation: What is the best approach to meet our short and long-term objectives in the case of a dispute? What unintended consequences can result from our range of possible litigation strategies and how could they affect our business? Is there a better way to get to the right answer?
Marketplace: Are there disruptions in our industry that present opportunities or threats, legal or otherwise? How should we address them and/or get ahead of the game?
Generally: How else can or should we be pro-active in any areas that could have an impact on our business or legal strategy and what economic, political, technological, industry and cultural developments should we monitor? How often? Whom shall I engage (in meetings, conversations and otherwise) in order to stay informed and make the best decisions on that front?
And personally, you should ask yourself:
How does my role as an executive and attorney fit into the big picture? What do I bring to the table, and how can I bring more?
A key part of understanding the big picture is having a strong handle on financial matters. Understand and take ownership of P&L (even if at first it is only for a single project, or you have “derivative” or shared ownership), speak about your accomplishments in terms of the value you add (money in or costs and risks avoided) and know how to maximize the return on your company’s investment in you and your team.
2. Demonstrate good judgment. Gain a reputation for making the right calls and connecting the dots with limited information to help your team make it to the finish line on deadline and without any snags. (Note: The best way to cultivate good judgment is by rolling up your sleeves and practicing decision-making under pressure – which may mean stepping out of your comfort zone – to gain exposure, confidence and feedback. It can only learned by doing.)
Good judgment is sometimes called a “sixth sense” or an “ability to see around corners” from business and legal perspectives. Whatever you call it, you cannot be an effective GC without it.
Talk like a business person. Not a lawyer.
3. Don’t talk like a lawyer. Talk like a business person. Sometimes this is called “talking in English rather than legalese,” but it goes beyond that. The best GCs can prioritize and communicate the key business points and know how to signal and address potential legal issues without dragging business leaders into the fray or wasting their time on concerns that the lawyers need to work out among themselves. They also know how to gently reign in business folks who get ahead of themselves by ignoring those legal risks with which they actually should concern themselves, including business risks that are masquerading as legal risks.
One of the best ways to learn how to talk like a business person (or, more specifically, unlearn how to talk like a lawyer) is to spend time with them, hear them converse, get into their heads and internalize their concerns. In other words, the road to GC is not paved by putting your head down and doing your work. Like good judgment, you can only learn to communicate better by doing.
The road to GC is not paved by putting your head down and doing your work.
4. Be humble. At the end of the day, the legal function is a support function. Yes, lawyers help steer the boat, but a successful GC understands that sometimes business leaders make decisions that do not follow the best advice of counsel, taking on what a “reasoned head” might decide is too much unnecessary risk. Your potential recourse in this situation, if you disagree with your business counterparts on whether your legal advice is required or simply “advisable,” is fourfold:
(a) you could move over to the business side and do a better job yourself,
(b) you could leave (if you feel consistently disrespected or are concerned about ethics or the longevity of the company or your role);
(c) you could find ways to strengthen your own and/or your team’s standing within the organization so that your advice is taken more seriously (if not always followed); or
(d) you could hold your ground (withholding legal approval) and/or escalate your concerns.
Save the fights for when they really matter, not for when they help you feel vindicated, save face or appear to know best. Having a reputation for “resistance” to business needs is not a good long-term strategy at any company, as it undermines your authority. If you feel that you are too often at loggerheads with your business folks, the best strategy may be to move on to a company that you believe has better business practices or is a better match for your own risk-tolerance levels. (Conversely, if you are at a company that loses out on opportunities because it never takes sufficient risk, in your opinion, you may also be well served by seeking a stronger fit.)
5. Take leadership roles. Don’t wait for opportunities to present themselves; you need to create them. This means getting in front of the Board of Directors, President or CEO whenever appropriate and possible, making presentations to industry or key clients, spearheading/overseeing important projects and making yourself known as a person of vision and action within the company and outside of it. The best way to get tapped for a GC role, or increase your impact if you are already in one, is to be (and create the reputation of being) someone who effectively leads, mentors, sponsors, motivates, teaches and influences others. In short, make leadership a centerpiece in your professional mission and personal brand.
Make leadership central to your professional mission and personal brand.
6. Cultivate your political capital. Form relationships and maintain consistent lines of communication with key people inside your company, across your industry and beyond. The greater your political capital, the more you can leverage your current role and be considered for positions with increasing responsibility. If you are a law firm partner or counsel hoping to transition in-house, increase your network of in-house players and business leaders, so that you understand their perspectives and have them in your corner when the need arises. In addition, if you have raised your political capital in the marketplace, you will present as a stronger candidate if and when the opportunity for a lateral move or promotion becomes available.
7. Learn to manage others and delegate work. There may be many GCs and CLOs who have taken on the role without knowing how to manage a group of talented professionals and assign the right tasks to the right players, but to build a successful career as a General Counsel, you will need to guard your own time while managing the performance and workload of your team (which may include outside counsel).
8. Have a solid and broad range of substantive legal skills. Increasing and broadening your substantive legal knowledge is only one piece of the GC equation. I address it last because while having a well-developed legal “head” and intuition is a baseline, legal knowledge alone is not sufficient to be an effective General Counsel.
The problem with many legal roles is that an attorney becomes siloed (or niched) into a particular area of practice, whether it is litigation, contracts or otherwise. To be effective, GCs need to address directly or oversee all legal needs of their company or organization. This means they may need expertise or at least a passing knowledge (to “know what they don’t know and should find out,” as the phrase goes) in commercial matters, corporate governance, employment, litigation, real estate, tax, executive compensation, compliance and risk management, in varying orders and degree.
If your goal is to raise to the level of General Counsel or (if currently a GC) become a bigger fish or swim in a bigger pond, you should conduct what I sometimes call a “gap analysis” to determine what is missing in the mix, then work on how you can deepen and round out your skills. Not only will this make you a stronger GC candidate, it will make you a better lawyer and add to your ability to provide judgment in a crisis and day-to-day.
Find and close any gaps in your substantive legal skills.
Clearly the role of a General Counsel is dynamic and requires a broad range of talents and skills that cannot all be captured in a short summary. Instead, treat these seven points as a roadmap, and feel free to leave me a note in the comments section with your own insights. For further reading, I also suggest “So You Want to Be a General Counsel? How to Maximize Your Chances,” published in the ACC Docket and also available here.
Anne Marie Segal is a career and leadership coach, writer and resume writer for attorneys, executives and entrepreneurs. In her practice serving lawyers, she coaches General Counsels, law firm partners, counsel and associates, as well as government, academic and non-profit attorneys.
© 2016 Anne Marie Segal. All rights reserved.
Image: Adobe Stock.
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