Page 12 - CCCA Magazine Fall 2019

{ FEATuRE }

How to
See Say

&

What Really Matters

By Jim Middlemiss

the time in-house counsel reach the level of GC, they have a
“good set of hard skills,” but it is the soft skills that can set them
Jeff Davis learned early in his GC career apart. “They are really important,” she explains.
the subtleties needed to navigate in that Sonica Mouton, an organizational psychologist in South
precarious space between an organization’s Africa who works with lawyers on developing soft skills, says
lawyers tend to be analytical and technical. That’s good for
governing board and its management team. answering legal questions, but “they also have to have people
skills and work day-to-day with people who are not lawyers.”
That’s where emotional intelligence—which comprises self-
awareness, self-regulation, social skills, empathy and motiva-
t was his frst year as GC at a fnancial organization, and tion—takes over.
there was a problem with one of its portfolio companies that The good news is soft skills “can be developed,” she says, and
Ihad raised the board’s concern, and the directors were grill- people can become “more resilient and self-confdent.” Howev-
ing management about the episode. The chair of the board’s er, she warns, “it’s a challenge and takes time. Some [soft skills]
investment committee turned her attention to Davis and asked are not inherent. People must see the value in it and want to do
what he thought went wrong. it. It takes intentional effort.”
He glanced briefy at the CEO, returned his attention to the The pay off, she explains, is that you’ll be better prepared
board and proceeded to answer the question. After the meet- to deal with the complexity of board-management relations,
ing, the director pulled him aside and told him his answer was where there are often competing “opinions and perspectives.
“great.” However, she chided him for pausing and looking over It’s important for [GCs] to listen carefully…and get the right
at the CEO before responding, warning him it was “dangerous solutions for the company.”
to do” because it looked like he was seeking the CEO’s approval Here are fve tips to navigating the space between a board
for what he was about to tell the board. That, she advised, could and management.
cause directors to doubt his independence as legal advisor.
It was a valuable lesson, he says, and he thanked the director 1. Understand Board Dynamics
for her sage advice. “I still think of that moment,” says Davis,
who is now Chief Legal and Corporate Affairs Offcer at the On- Put yourself in the shoes of a director
tario Teachers’ Pension Plan. and understand the dynamic at play on
This is an example of how social or soft skills, such as com- a board. This requires you to be percep-
munication and body language, play a role when it comes to tive and empathic, and develop strong
managing strife between a board and management—particu- communication skills.
larly in a crisis. Director Maryse Bertrand, a former GC at CBC/ Susan Hackett, CEO of Legal Executive
Radio-Canada who sits on the board at PSP Investments and is Leadership, LLC, a Maryland-based consult-
Vice-Chair of the McGill University Board of Governors, says ing business that advises legal departments on strategy, leader-
soft skills are “hugely important and an often-overlooked area.” ship and operations, says “look at things from the perspective of a
Karin McCaskill, who recently retired as Senior Vice-President, board member, who has a fduciary responsibility and a fduciary
GC and Secretary of Empire Co. Ltd/Sobeys Inc., notes that by liability [for the decision the board makes].”

12 CCCA MAgAzine | fALL 2019 AUToMne