Going Corporate

Plenty of lawyers dream of going in-house. What does it take to successfully make the move? 

November 2008 | Lisa Rothblum

Many bIg-fIrm lawyers, tIred of constant pressure to build business, view in-house work as their ultimate professional goal. but not everyone makes the transition smoothly. some fail to integrate successfully into the corporate culture and fall short of their new employer’s expectations. This has prompted many companies to ignore candidates who have not had prior in-house experience. legal departments want someone who has already been there and done that—a candidate who has acclimated to the in-house environment on someone else’s dime.

The skills required of a successful in-house lawyer are not al- ways those of a big-firm lawyer. firms seek lawyers who display conscientiousness, attention to detail, reliability, a positive work ethic, and expertise in a specific area of law. but when companies describe their ideal in-house candidate, the words they tend to use are “gravitas,” “maturity,” “confidence,” “presence,” “articula- tion,” “breadth,” and “wisdom.”

An in-house lawyer rises to the top through a delicate combination of intellectual savvy and interpersonal skills. The best in-house lawyers understand and relate well to their cli- ent (i.e., the company) and almost intuitively identify, under- stand, and appreciate its business priorities. They are able to adapt their communication style and level of involvement to various situations.

These are not things you learn in law school. from my experience as a general counsel at two high-profile companies, where I hired teams of in-house lawyers, and now as a recruiter, where I place top attorneys in corporations, I’ve gained some insights into what works and what doesn’t.

Working in-house, my first big discovery was that, as my new boss told me, each employee was a potential client. My next “aha” moment came when I realized that the legal department was not a profit center (and efforts were always underway to limit the ex- tent to which it was a cost center). Third, I learned that I was not expected to generate business, but to ensure that it flowed. My job was not to judge the company’s products, but to help the company achieve its goals in ways that would withstand scrutiny from regulators or other third parties. In short, I learned that while the product of a law firm and the measure of its success is the legal advice provided to and paid for by others, in a company, legal advice is by no means the end product. It is just another way to facilitate the work of the company.

While these distinctions sound pretty basic, they called for skills I was not used to tapping. An associate’s role in a particular matter might end with a well-written memo outlining why something is illegal or how it exposes a client to a potential suit. The in-house counsel, on the other hand, must accurately understand the issues in order to request the advice in the first place, and then analyze that advice, constructively and convincingly communicate the information, and strategize with col- leagues to establish a suitable response and/or course of action. If there is substantial legal risk, the advice should consist of alternatives for moving forward in a safer mode, not just a pronouncement that something can’t be done. As I used to tell my law department staff, the word “no” should be banned from an in-house counsel’s vocabulary.

Proactivity is also important. As employees go about their tasks, an astute in-house lawyer must anticipate and identify potential legal issues and structure procedures to avoid possible legal entanglements. such proactivity is not expected of a law firm associate.

Most lawyers who vie for in-house positions say that they look forward to having an “organic” relationship with a company; how wonderful it would be, they say, to have just one client (the company) and be a part of the business process. And they’re right: It can be wonderful to be in-house. It is a completely different experience than being at a firm. It is exciting to see a company operate, to watch new products launch and succeed, and even to observe what happens when they don’t. It is rewarding to become a trusted adviser, a respected member of the management team, with not just a seat at the table, but an actual voice.

If you aspire to move in-house, your first step is the obvious one: Join the best law firm you can (few companies will hire a lawyer who has not been trained at a well-known firm). once there, try to get as much exposure as possible to all types of practices. If there is a particular indus- try that interests you, work for clients in that industry to gain experience and con- nections. If your firm does not represent many clients in that field, consider moving to a firm that does. read about trends in that industry, learn about its movers and shakers, and follow its important issues. This knowledge will enable you to sound credible and sincere in your interviews, and will ensure that your decisions about your career path are well-informed.

Once you move in-house, there are some simple rules that will help you succeed.

OBSERVE. Apply to your new job the same curiosity and energy you devoted to learning about the industry, the company, and its executives during your due dili- gence process, and expand it into other areas. some questions might seem pedestrian: What do people wear? What are the hours? Do people barge in to talk about issues or make appointments? Do people hangout at the end of the day, or is it pretty much work-and-go? Each company has a mood and rhythm. Identify your company’s or division’s and conform to it. LISTEN. Before you start your new job, talk to everyone you can about the company and the people who work there. research it from as many angles as possible. Know what you’re getting into. once you’re in the position, listen to how people interact, express problems, and report on issues. Visit all department heads, as well as department members, to learn how things have been done in the past, what is- sues typically arise, and what could be improved. Invite people to ask you for help, to show you their work, to explain their systems. you do not want to become the company’s human suggestion box, but you do want to convey interest, humility, and a willingness to learn what people do. let them know you are there to help them do their job. listen to what is said, and note what is not said.

Concentrate On the Three Ps. I recently placed a GC in a high-profile position who said in-house counsel need to learn to focus on the “three Ps”: people, process, and product. Individuals who gain insights into the key people at the company, including their strengths and weaknesses, goals, backgrounds, and temperaments, are much more likely to establish constructive relationships. It will help you know who to go to and where people fit in the company. Knowledge of the company’s products, mission, and objectives will en- able you to foresee the types of issues that might arise, the consequences of delays, and the products’ uniqueness and importance. Try to understand the processes that have been established, followed, and discarded before you try to impose new procedures. don’t push change for the sake of change.

Learn to Say Yes. An in-house lawyer is a service provider—a counselor and facilitator people can go to and not be afraid of. In order to create trust and reliance, you have to understand how things are done and come up with ways for people to overcome challenges. The power of “yes” and “How can I help you?” is formidable. learn to say these things often. (Alternatives include “Yes, if . . . ”; “Yes, so long as...”; “Yes, when...”; and “Yes, after...”) Try to have a solution for every problem. If you do not understand something, find someone who does. If a time comes when there really is something that cannot be done, and no other method will work, you’d be surprised how easily those who have heard you say yes and create solutions in the past will tolerate and respect you for the infrequent times you need to say no.

Communicate. Ask for help along the way to show you value the team’s ideas and support. let them know you are there to help them and the company become even more successful. And have patience. you can not solve every problem, and honestly, no one expects you to. you are not a CEO—although you can become invaluable to one.