This is a revised version of an article originally posted July 16, 2012, in Canadian Lawyer Inhouse
My 20 years as president of ACC provide me with a unique perspective on the growth, opportunities and challenges of being in-house counsel. The lessons and insights I have gained over the years may provide some guidance for those considering this career path.
Lawyers decide to go in-house for many reasons, including:
- to focus on a single client;
- to be measured by the value of the contribution to the business and not the number of hours billed;
- to be a pro-active part of a business working closely with the client;
- to see how a client implements your advice;
- to have a better quality of life (i.e., having better predictability and control over your time); and
- to increase your influence on the direction of the legal profession.
Their comments most frequently concerned the importance of knowing and understanding each of the following:
- the business or industry;
- the company; and
- the people you work with.
In-house practice varies from industry to industry and company to company. For example, what the legal department does will likely differ among companies in industries such as heavy manufacturing, consumer products, financial services, software or healthcare. An emerging industry will face different issues from one that is well established, highly regulated or both. Joining a start-up company or being the first in-house counsel with an organization will result in different challenges than becoming part of a well-established large law department.
Tom Kilroy addressed these issues when he noted two things to consider carefully before going in-house, in an excellent post about making the transition from private practice in his blog, GC’s Eye View. He wrote that your role will “depend enormously on the nature of the business you join,” so you need to understand “what Legal does in the business you want to join.” He also commented that you want to join an organization that is “legally astute” and “understands what Legal can do … and has integrated Legal into its decision-making process.” He provided a useful set of practical tips, including questions such as, “Does the GC sit on the Executive Committee and [is he or she] involved in the company’s decision making?” I would recommend expanding this to also include participation in strategy development.
Today’s economic climate may increase the pressure to find a job regardless of the area; still, the ACC-member comments reveal that culture matters. The right culture will excite you and stimulate your success and growth; the wrong one may cause you to quit. Try to learn as much as you can before joining the company. Bill Barnett, in his Harvard Business Review blog, affirms the importance of culture and emphasizes that to investigate culture you have to ask the right questions. First, you have to understand your role and responsibilities. Second, you should try to understand the business. You can do this by asking questions about the following topics:
- performance, and
There is no right or wrong; the key is to understand your own style and then find an organization where you fit.
It goes without saying, but people sometimes forget that being in-house is truly different from working at a law firm. Law firms focus on billable hours and evaluate lawyers on revenue generation. As one ACC member emphasized, the “company for which you work exists to develop, market and sell products/services to make a profit. The Legal Department is considered overhead, i.e., it COSTS the company money. …” Many of the behaviors that make you successful in a law firm (e.g., more billable hours) are not valued and may be counterproductive in-house. Your value to the organization is determined more by the outcome you help to achieve rather than time spent on the matter. The legal department should play a role contributing to the bottom line, but in a different way than when you are in a law firm, which makes being involved in strategy development even more critical.
When you move in-house, you assume a dual role — to your employer, you are the lawyer; to outside counsel, you become the client. David Allgood, executive vice president and general counsel, Royal Bank of Canada, emphasized this at the recent Canadian Corporate Counsel Institute: “[Y]ou give legal advice in a business context,” and to be successful, you must be able to communicate with both sides of the equation in language they understand.
I welcome additional thoughts from those of you who have already made the move in-house.