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NATL61_048-052 03/08/2007 09:53 AM Page 51 Feature Swimming with other sharks needs in ways that are different from the way private law firms Learning about the industry and the company’s business and strat- do,” says Jakab. egy is one thing. But a tin ear for the subtle politics that shape In fact, it’s revealing how even in-house lawyers refer to the many company decisions can be a major obstacle to navigating the various departments in their company as “clients”. Escaping the tricky waters of corporate hierarchy. Interpersonal relationships, “us vs. them” dynamics is not an easy task for lawyers, particu- and making key friends in high places are as important,if not more larly when one is accustomed, in private practice, to detailing so, than the sound legal knowledge required for the position. every potential pitfall and upside when discussing a file with a “You need to have political savvy, that’s 90% of it,” says client, and taking the time to explain the long list of caveats and Leeming.“Your future as legal counsel is linked to the future of assumptions that have gone into their thinking. the organization, but also to the way you relate to the people This is a luxury not often afforded to their in-house brethren. who make up that organization.” Be careful of people’s sensitiv- “Every day with in-house work, you’re dealing with operational ities, she adds, because the higher one gets in the hierarchy,“the issues, on the fly, that require timely responses in order for the larger the egos are.” Her advice:make it easy for corporate leaders company to get on with business,” says Jakab. “ Boards [of Directors] are getting nervous. People don’t want to sit on them anymore because of the potential liabilities. So they count on me to let them know ” what their responsibilities are, and how to avoid getting into trouble. Odette Snow,Vice-President and General Counsel at Assumption Life in Moncton to save face and protect their image. “It’s all in the presentation,” How do you measure success? she says with a laugh. Apart from helping colleagues avert disaster, one of the most diffi- More importantly, says Sandra Jakab, manager at the British cult aspects of working in-house is effectively communicating the Columbia Securities Commission, it is absolutely necessary to value of the services and contributions of the legal department. build strong ties with a real decision-maker who can champion Even the savviest general counsels are sometimes at wit’s end about a cause. “Make yourself valuable to them,” she says. “Do the how to illustrate tangible results or measure success in quantitative homework and make sure the person you have chosen to carry terms.“It’s very hard to make representations to your board or high- forward the initiative is as versed in it as you are. Be a resource er management of the added value that you bring,” says Leeming. to those who are making the decisions so they have access to all “A legal department is a cost centre, not a revenue centre.” the information to buy into the idea.” Put simply, how does one show the chiefs that a problem has If possible, start building those relationships outside a legal been avoided when that problem no longer exists? “If the legal context, says Snow.“Make them understand that you are part of costs are in line,well under budget,and the company hasn’t faced the team and that you’re not there to hinder what they want to any lawsuits,major customer complaints or agency challenges,the do.” It takes time, she adds, but “once you’ve proven yourself a board gets that right away,”says Derbyshire.Freed from the shack- couple of times, you’ve got them on board,” and they end up les of damage control, the lawyer can then spend time “advanc- realizing that it’s best to “have you keeping them on the straight ing the business instead of fighting lawsuits.They can concentrate and narrow.” on advancing negotiations to support the business units and prod- Another common challenge for private practice lawyers mov- ucts.” Meanwhile, funds are directed away from external counsel. ing to in-house jobs is building the necessary relationships of Some general counsel take it upon themselves to prepare trust throughout the company’s various business units, be they detailed written reports for senior management on the overall per- sales or operations.“There’s a real testing period where you need formance of the legal department,in language they can understand. to demonstrate to in-house clients that you understand their Financial and operational statistical performance indicators are MARS 2007 CCCA Canadian Corporate Counsel Association 51