19 April 2018

How can in-house lawyers be seen as an asset, not a roadblock?

Published on 19 April 2018
Chris Bland is no stranger to the challenges of working in-house. Having started his career in top-tier private practice, Chris moved in-house in 1992, working for Transfield Holdings and progressing to general counsel in 2003. He now heads up Legal Tradecraft Consulting, which provides learning and development services to legal practices, businesses and public-sector organisations. Chris is also an adjunct lecturer for The College of Law. Insights spoke to Chris about how he successfully transitioned in-house, what he enjoys most about his multiple in-house roles, and what advice he might have for lawyers looking to be seen as part of the team – rather than as a regulatory roadblock. 

Being in-house means you’re part of the Reactor Hall

The biggest challenge of being an in-house lawyer is simply being there, said Chris.

“When really big problems hit your company and its business, they hit hard. They land quickly. They can arise through factors entirely external to the business. Problems can impact the whole balance sheet – the failure of a major contract counterparty, the potential insolvency of an entire business division through a sudden change in market or macroeconomic circumstance. 

“Or they can arise through issues crystallising entirely within the business, such as serious employment and workplace health and safety issues, or a shareholder dispute. 

“The fact is, you are no longer providing professional legal services as a third party. You are right in the thick of things – in the ‘reactor hall.’ This is where it gets really tough, because you are juggling multiple essential roles. You’re an executive, integral to the company’s day-to-day management. You’re a key overseer and implementer of the company’s governance systems, an adviser to the Board, potentially fulfilling the function of company secretary. If you’re a deal lawyer, you’re on the front line of winning and operating business. Finally, you have a pivotal but paramount residual legal role as an Officer of the Court.”

Chris has spent most of his career navigating these roles, implementing development and investment transactions for crucial infrastructure projects including the Sydney Harbour Tunnel, and the Walsh Bay re-development project.

No two roles are the same

“Each business is different, so each in-house legal role is also different. There is far less homogeneity between a general counsel role in a listed retailer, major bank and privately-owned construction engineering and project development business. The scope of the role isn’t like being a banking and finance partner in any top tier law firm.”

The opportunity to focus and commit to a single company is what Chris enjoys most about working in-house.

“You have stopped ‘dating’ various individual clients, carefully sharing (and charging) your professional time between them. You have gone steady with a single business and made a long-term commitment to them. You have been welcomed into that single business; you are now inside their tent. The colour, animation, risk, challenge and unfolding story of that business and the people within it are what makes this job worthwhile. 

“It’s not an easy job. It’s not a ‘step back’ from the payload of private practice. Whilst you may no longer be filling time sheets and chasing billing targets to within an inch of your life each financial year, you will now be directly facilitating how your company runs its business. You will help assess and navigate the very risks that might otherwise prevent or constrain your company from successfully (and responsibly) operating at all. You will help defend as well as grow the balance sheet.”

Consider how you position yourself

To avoid being perceived as a roadblock to the success of a business, Chris urges lawyers to consider how they position themselves within the business.

“I always appreciated being allowed to play a substantive in-house legal role inside the business – one that isn’t marooned inside a ‘legal department.’ I worked at an interstate project office as part of a major infrastructure project development team in a fully integrated role to the business-as-a-whole. I reported back to our general counsel from time to time, coordinating and taking mentoring and advice when required, but day-to-day, I worked with the project team. 

“While this environment does call for a base level of skill, experience and independence as a practitioner, it is a very good environment in which to build on the core relationship with your colleagues in the business and add value at the coal face.

“By being in the negotiation room at ten to midnight on the closing of a major deal or based as part of a project team, you avoid any implication that you are operating in some legal bubble and failing to face the costs, risks, timing and other challenges facing your team. Soon, you are readily seen as an asset. You are there, always, sleeves rolled up. 

“The friendship and trust you have earned doesn’t dissolve at midnight at the end of the closing agenda. The team will be there next week with a new tender or bid. That sense of teamwork doesn’t go away.”

Good relationships are vital

Forging good relationships is essential to achieving this position within the business.  

“Really get to know the people involved at Board level, in executive management or out in the field. Put in a good honest effort every day, work collaboratively and collegiately with your fellow employees, and you will soon be seen as part of the team – not an outsider or roadblock, but a valuable asset. 

“There may be difficult conversations about legal and commercial risk – times when you need to point out all the consequences of a certain course of action or omission – which may not be what anyone wants to hear but is an important part of your job. I am often reminded by an ASX 200 CEO I know well that he isn’t looking for a meek yes-person, and you will need to patiently and consistently stick to your legal guns. 

“Over time, you demonstrate to your colleagues in the Board, C-suite, development, operations or retail managers your competence and willingness to find sensible solutions and ways through the regulatory maze you commonly face. That’s how you establish trusted adviser status. As in-house counsel, you live on the bridge between business and the law.”

Think like a lawyer, talk like a business person

As well as continuing his role as in-house counsel for an investment business and family office, Chris now uses Legal Tradecraft Consulting to run training workshops and executive coaching programs.

“Our training workshops include detailed case studies tailored to a particular business and its type of dealings and needs to draw out key communication and positioning issues. Our executive coaching programs are for senior in-house lawyers and involve a series of sessions with the lawyer, colleagues and their direct manager to meet key objectives, current performance plans and KPIs.”

A major focus of Legal Tradecraft is developing and refining a lawyer’s ‘commercial voice’ to resonate with business colleagues, clients and customers. 

“This can involve breaking down, demystifying and making plain any legal complexities in our briefing and advice. Wherever possible, we encourage use of visual tools like tables, organisational charts, contract maps or diagrams to, for example, show how a contract actually operates. When seeking instructions or negotiating contracts, know when to talk details and when to clarifying underlying legal principles so we can best address the details of a deal.”

“Remember, people want to work with lawyers who speak their ‘commercial’ language. Clear communication builds confidence in your analysis of the key issues and enhances your team’s understanding of those issues. Be easy to work with – your colleagues will turn to you for advice more and more.

“Finally, think and analyse like a lawyer, but speak like a business person.”

Chris leads skills workshops with The College to guide practitioners in this area. For more information, view these programs.