About

Editor’s note: This interview was conducted prior to March 2020.

Major transactions include multiple internal re-organisations, one of which involved a C$7bn derivative portfolio and the other involved the movement of over 600 employees. Significant litigation includes the local Canadian management of large class action files as they relate to foreign exchange, SSA bonds and other securities related transactions.

How do you feel in-house legal leaders can successfully introduce and implement a culture within a legal department?

In-house legal leaders set the tone for the entire legal organisation and the culture of expectation within the organisation for legal services. Culture is not something that can just be put in a code of conduct or similar document, it must be lived on a daily basis and must be evident to those that you interact with. If a leader is seen as living a cultural value, it gets driven down through the rest of the department and becomes a living and breathing embodiment of that specific value that is embodied in the culture. Living a value culture includes being consistent in ones actions, always acting with integrity (this can be further embodied by having a culture of ethics, which is a key value of Citigroup globally) and exemplifying a collaborative approach.

If you had to give advice to an aspiring in-house lawyer or general counsel what would it be and why?

The most important advice I can provide is to make yourself a significant part of the team beyond your legal role. If you are working at a law firm and have an opportunity on a file with a client and would like to move in-house, ask questions of the client, do your best not just to understand the question that a client is asking but really try to understand the business goal that drives a question (note that this advice is not just helpful for moving in-house, from my experience, the best external counsel are those that understand intimately the business of their client). The most successful in-house counsel are those that are seen as not just lawyers but part of the overall business team.

How do you suggest in-house lawyers build strong relationships with business partners within their company?

The key element to any strong relationship is trust. When you have the trust of your business partners as in-house counsel, they will see you not just as a cost centre, but a value added partner. Once you have the trust of your business partners you can even go beyond just the legal scope of your job and hopefully become a valued contributor to a company business goals and the overall success of the company.

What techniques do you use to provide commercially-focused advice to your company, and how do you communicate these to more junior lawyers in the team?

Understanding a client’s ultimate goal is the key to a successful legal career, whether you are in-house or external counsel. Something that is commonplace now is lawyers having a business degree which provides them with a greater understanding of commercial realities. If you do not have a business background, it is very important to understand the intricacies of the business that your company is in. Asking questions, going along on sales calls, participating on training session are all methods that would assist in understanding what your clients are looking to you for. One point I’ve always stressed over my 13 years in-house is that the advice that we provide must be practical. Business people do not want to know the case law behind most issues nor do they particularly care about the legislation. Making your advice thoughtful and easy to distill will ingratiate you to your business colleagues.

Focus on: The value add of technological evolution

The legal sector is facing a period of unprecedented disruption and change and the in-house bar is getting swept along. This evolution should be seen by in-house counsel as an opportunity to add more value as the role evolves and grows. How we all respond to this change will determine how successful we are as well as our in-house departments.

As part of a large organisation, I’ve seen first-hand how an entire industry can be transformed in a short period of time. The banking industry is seeing sweeping changes as banks spend billions of dollars to digitise most aspects of their businesses. Similar to how bank customers are demanding digital solutions to their day-to-day banking needs, in-house counsel are constantly under scrutiny to digitise and automate specific tasks that lawyers would historically perform. As in-house legal teams are increasingly told to operate more efficiently and reduce expense, although this can be seen as a detriment, it is through the integration of this technology that moves easier tasks out of the hands of lawyers that in-house counsel will be freed to provide their greatest value.

Legal tasks that were once the core functions of in-house teams, such as non-disclosure agreements or drafting and negotiating contracts, are now being digitised through innovative software and programmes developed both in-house (by large complex organisations) and by entrepreneurial startups. So how does an in-house lawyer provide value when these tasks are slowly drifting away and the job description of an in-house lawyer evolves? In-house lawyers should not fear the change, rather, we should embrace it as having these tasks performed by a computer frees us up to add tremendous value in nontraditional legal areas.

One way to add value as in-house counsel is to focus on understanding our clients and their business needs; this would include issue spotting and acting as a liaison within a large corporation between businesses. Something I have experienced countless times working for a large complex organisation is that different departments have trouble communicating with each other. Often times, both departments will have similar issues or one department has a built-in solution for the other. In-house counsel, often overseeing the legal needs of the entire company, are uniquely placed to bring various departments together to share their experience and add value to all parties.

Once in-house counsel are seen as understanding the business needs of the company, successful in-house counsel will take the in-house relationship beyond solicitor-client and move on to become a trusted valued business partner and advisor of the management team. This involves certain changes in mindset, moving from the goal of elimination of risk, to the commercial reality of attempting to mitigate risk. While often times the ultimate decision and the appropriate risk-based approach will be determined by a business person, understanding the risks involved, effectively communicating them and providing alternatives rather than stating “no” will lead to the in-house lawyer being seen as a partner rather than a necessary evil.

If in-house counsel embrace the evolution in technology, this will free us to expand upon our roles and add real value and be seen as true business partners.