A little over a year after having made the transition from Corporate/M&A lawyer in private practice to in-house Corporate & Commercial counsel early 2020, I wanted to share a few reflections on the transition.
For those of you contemplating a similar transition, read on. If you're happily in private practice, I also recommend you read on. You'll get a better understanding of the day-to-day as well as the dynamics of working as in-house counsel. You can use this knowledge to anticipate more on your client's needs and better understand their position and what they have to deal with, resulting in happier returning clients.
Below, I'll be covering reflections on 'the bigger picture', getting out of your comfort zone, commercial awareness, taking control, proving your worth, internal stakeholder management and training & development. Some things were as I expected, others less so. Curious to hear your thoughts!
1. The bigger picture
One of the main goals of my transition was to move from advising a range of companies in different industries on M&A from the "sidelines" to (i) becoming a part of the bigger picture in a specific company, and (ii) broadening my skillset outside of M&A. Goal achieved! I contributed to the planning and execution of smaller operational decisions to key strategic decisions. Got to know the company's value chain from start to finish. It's great to be able to bear witness to the short- and long-term impact of key decisions on customers, partners, employees and the company's other stakeholders up close. And yes, it is also pretty inspiring and made me feel a sense of pride and belonging when I saw people on the street, supermarket and shops wearing the brands I work for. If you are thinking of going in-house, being passionate about the product or service the company produces or provides will be a great source of motivation.
2. Getting out of your comfort zone
As in-house counsel, even in a large company with a 20+ Legal team and a specialized Corporate & Commercial team, your scope will typically be much broader than in a full-service law firm, where many specialize more and more as they progress in their careers. In-house, you need to be comfortable with taking on completely new things (not just new cases but new fields of law, 'crazy' new ideas, new business(es) and business models, etc.), without always having colleagues who are experts, templates or precedents to fall back on. This takes some getting used to. You need to be pragmatic and creative and efficient while you're doing it. It's also pretty rewarding when you get out of your comfort zone and pull off whatever you set yourself out to do.
3. Commercial awareness
In retrospect, I think I only began to fully understand what that actually means – and requires in practice – after transitioning in-house. It's not just about being good with numbers. It's about the awareness that (almost) every choice has financial impact. It's about putting everything (incl. risk assessments) in the context of business strategy & priorities. Truly understanding what your company is doing, why, how and for whom. Identifying the communicating vessels in the company's strategy and operations (and there's quite a few). You need to know what is happening in the industry, what your competitors are doing. It sounds easier than it actually is (see "internal stakeholder management" and "training and development" below), but is crucial to being seen as a true business partner. Commercial awareness is also linked to a certain level of pragmatism. Don't make the mistake of boring your business clients with case law, legal nuances or give them a puzzle of 5 different next steps recommendations to solve (see "taking control" below). And get (more) comfortable with the 80-20 rule, which admittedly can feel a little uncomfortable coming straight out of private practice where a fair share of time is often spent on details and perfecting.
4. Taking control
In private practice, you advise your client and often make a few recommendations. It is up to the client to take the decision. It doesn't (usually) work that way in-house. In-house legal often actually have to make a "business translation" of the external legal counsel's advice, taking into account the company's risk appetite and weighing the specific interests at stake. As in-house counsel, you need to take responsibility, "make the call" and face the music. Whilst your first and foremost task is to enable the business to execute on the company's strategic plans (i.e. lose the tendency to err on the side of caution), you also need a decent backbone to be able to stand your ground, speak up, hit the brakes and push for e.g. a re-evaluation when the time comes. In my view, it is your job to safeguard the company’s long-term interests by identifying both legal and non-legal risks (incl. e.g. reputational) taking into consideration the company's stakeholders, collaborating effectively with all internal parties to make the required all-round assessments and subsequently jointly minimizing exposure. This is slightly different to e.g. the Finance, Treasury, Tax, Marketing or Sales teams, which could be more inclined to focus on specific interests and goals (e.g. bottom line, X% of savings, sales targets, marketing ROI, etc.).
5. Proving your worth
Fee earner vs. fee burner, we all know the expression. From being a revenue generator in a law firm, you become a cost center. How do you prove your worth? It's a bit of a battle. You need to work hard to earn respect and work hard to keep it. A commonly held view about lawyers is that they think in terms of problems, are generally difficult, are naysayers. It's a challenge to debunk that perception, and you need to be given the chance. Once you get that chance - or create it on your own accord - it's about building relationships with your business clients, creating awareness about what you do. They need to know they can trust you to help them and that you'll add value in the process. By identifying potential issues or pitfalls early on in processes and anticipating on them, enabling and facilitating smooth preparation and execution of plans, thinking in terms of solutions and being pragmatic, but also being there to ask the critical questions and serving as a sparring partner, ultimately leading to better outcomes.
In addition, given Legal is a cost center, you need to continuously work on creating operational and cost efficiencies. What can you do in-house, what could you do in-house if there was a bit of extra expertise? Do you have standard go to law firms, or do you start running more competitive 'tender' processes for larger matters and negotiate alternative fee arrangements or discounts? Do you tailor who you ask for quotes based on the specific matter and the accompanying preliminary risk assessment? How do you agree and enforce that work should be done at the appropriate level within a law firm? That you need real transparency on costs and won't accept block billing? What do you do if you believe too much time was spent on something 'easy'? Legal operations departments are being set up in larger companies to drive operational & cost efficiencies and are tasked – and making great progress – with things like cracking down on vendor management and accelerating digitalization to enhance efficiency and reduce time spent on admin. Driven by not just the desire but the actual need for efficiencies, an innovation & ‘finding better ways’ culture is fostered and maintained.
6. Internal stakeholder management
It's a whole different ballgame! You always need to ask yourself: (1) who should get involved, (2) what they need to do and when (incl. particularly decision-making) and (3) how you keep them involved and engaged. In a company with (tens of) thousands of employees, it really can be quite difficult to find just the right one (unlike in a law firm where you know or can easily find out who to go to for what). You also need to be aware of potential (limited) resources to help you out. Can you convince them to prioritize otherwise? Things that may appear fairly straightforward and/or more of a legal matter, could actually have anything from major tax, operational (SAP anyone?) to financial or commercial (relationship) implications. If you're looking to make certain structural changes, what you do in country X could have unintended spillover effects in country Y. How do you identify and mitigate those risks, without getting so many people involved that it seriously delays decisions or leads to decision paralysis, preventing action from being taken altogether? It's about striking a balance. In addition, it's always good to be aware of the fact that in many large companies people often work in silos. Open and transparent communication & sharing information generously is therefore key to achieving business priorities successfully (and avoiding “Oops” moments in the aftermath).
7. Training & development
The 'traditional' training and development that sprung to mind takes more work when you're in-house. At a law firm, training & development opportunities come in the form of different challenging cases and deals, actual training on the law, strategy, client & case management, working with partners & seniors who are experts in their fields. You can attend literature meetings, lunch presentations dedicated to certain topics, external post-graduate courses in your field of expertise. New knowledge and legal developments seem to flow towards you somewhat naturally. When you're in-house, and you are swamped with too many matters to count or 30 "just a quick" questions, it takes more effort to also stay up to date on legal developments. You need to actively get out there and get it. Make time. Thankfully, there's a vast amount of law firms that publish great content & host masterclasses to make life a bit easier. Thank you all (incl. of course De Brauw)!
When you start out, make it a project to get to know the company and industry well. Read reports about the players and the playing field, how experts see the future of the business. Sign up for industry newsletters, international and local, and read them. Schedule (Zoom) coffees with your stakeholders and other key departments and divisions so you can get a better understanding of what they do, how they do it, what kind of issues they run into, where they see opportunities and how their work fits into the company’s bigger picture. There's so much knowledge your colleagues will be able to share with you. Soak it up. And take the opportunity to introduce yourself and remind them that Legal is there to help them out. There's no better time to do this then when you start out. It'll immediately set the tone and create the basis for a working relationship you need to continuously build on and maintain through working together and catch-ups in between. And obviously don't forget to do the same thing with your Legal colleagues!
But it's also about more than that. It's about personal and professional growth. It's about hard and soft skills and getting to know yourself, your values and drivers. Over the past year, my learning curve was steep. Regarding stakeholder management & working my way through the politics for example. On getting things done, in time and well, even when your work isn't anybody else's priority. How you stay connected to your colleagues and build relationships working from home. What companies do in the face of COVID-19 and how they're preparing for and stimulating economic recovery in its aftermath. How you solve issues the 'business way' instead of the 'legal way'. How to train your mind to avoid your legal 'reflex' reaction and go in more open minded, and then thinking about and approaching things in other ways. How to weigh business risks and "make the calls". How management structures and leads a business, how they make certain decisions and why. What it takes to maintain a company's culture & company values. About innovation and sustainability. About company strategy, and what it takes to execute on ambitious plans. Team work, within and outside of the Legal bubble. What I value in my work & what drives me. I could go on, but won’t do that. It's been an incredible year and a time I will look back on fondly.
Closing remarks
Wherever you are in your career journey, keep on seeking and seizing opportunities out of your comfort zone, learning & self-reflecting (and taking action after reflecting). It will keep your mind sharp and (hopefully!) keep you where you want to be and on track to where you want to go.
For lawyers in private practice or in-house counsel that have yet to experience what it's like "on the other side", I highly recommend you try it out (through a secondment or longer term). It'll expose you to new ways of working, accelerate your learning curve, and will end up making you a better lawyer and/or in-house counsel.
These reflections are by no means exhaustive. I'm curious to hear your thoughts - feel free to share in the comments below! And if you'd like to discuss the above in more detail or are curious about other aspects related to my transition, send us a message at hello@hipoheroes.com.
Article adapted from LinkedIn post published in January 2021.
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