The Modern In-house Lawyer

Optimising Relationships for Growth and Success in an ESG Environment

By (author) Ciarán Fenton

Publication date:

28 November 2023

Length of book:

264 pages

Publisher

Globe Law and Business

ISBN-13: 9781787429529

Relationships are top-of-mind for in-house lawyers today. Inherent tension in the relationship between in-house lawyers and their organisation – which is both their client and their employer – and the increasing scrutiny of in-house lawyers due to recent corporate and political scandals has put pressure on the management of their relationships with themselves, their teams and their employer clients. Furthermore, CEOs, non-executive directors and boards not only struggle to navigate their relationship with in-house lawyers but are also often unaware of the underlying systemic problems in the legal function and profession, which can adversely affect organisational sustainability. This book shows how in-house lawyers can better manage their relationships and how their client organisations can reciprocate. The main theme throughout is that reframing relationships, and then making small changes in them, can have a big impact on individual fulfilment, organisations and society. This title provides solutions for when specific relationship management problems occur, and key features include: • exploration of the evolution of the legal function; • diagnostics and tools to assess and manage relationships with boards, law firms and the ESG movement; • strategies to address common relationship issues with key individuals including the CEO, CFO, compliance staff, the group GC and other in-house lawyers; • guidance on allaying career concerns and dealing with an overwhelming workload which threatens work–life balance; and • the nature of leadership as it pertains to the legal function. Written by Ciarán Fenton, who has worked with hundreds of in-house lawyers as well as CEOs, chairs and boards all over the world, The Modern In-house Lawyer draws on the author’s own consulting experience and successes and failures in relationship management – including case studies demonstrating what works, and what doesn’t – and the insights of other academics and experts. It provides in-house lawyers at all levels, members of the c-suite and private practice lawyers with the principles, tools and models to manage their key relationships and enhance their work.

Endorsements 11 Acknowledgements 15 Foreword 19 Richard Moorhead, Professor of Law and Professional Ethics, University of Exeter Introduction and context 23 1. The purpose of this book 23 2. How I stumbled into the in-house world 25 3. My early experiences working with in-house lawyers 26 4. My formative years 29 5. How I started in leadership consulting 31 6. My shock at the ‘resign or conform’ culture in-house 33 7. How this book came about 35 8. The structure of this book 39 Chapter 1: You – how to manage your relationship with yourself 43 1. Introduction 43 2. Feel/Need/Do 44 3. Seven principles 49 4. Your career is a unique micro-business 50 5. You are not a human capital asset 51 6. Parent/Adult/Child mode 52 7. Formative years’ decisions and your timeline 54 8. Soft balance sheet 58 9. Soft profit and loss account 64 Chapter 2: Your career – how to manage the business of your in-house career 67 1. Introduction 67 2. Your career equity 67 2.1 Your CV 68 2.2 Your EQ 70 2.3 Your reputation 71 3. Your seven career options 72 3.1 Option 1: Stay where you are 73 3.2 Option 2: Leave and launch a new business 73 3.3 Option 3: Leave and join a start-up 74 3.4 Option 4: Leave and join a growth business 74 3.5 Option 5: Leave and join a mature business 74 3.6 Option 6: Leave and downshift 75 3.7 Option 7: Exploit family money or opportunities 75 4. Your personal purpose, strategy and behaviour (PSB) plan 75 4.1 Your career purpose (P) 75 4.2 Your career strategy (S) 76 4.3 Your career behaviour plan (B) 76 5. Your career-ism 77 6. Managing your career arc 79 7. How to sell yourself at interview, and your ideas and budget 80 7.1 My selling approach 81 8. Managing your job search 87 8.1 Leads 88 8.2 Opportunities 89 8.3 Your pipeline 89 8.4 Your covering letter 89 8.5 The interview process 90 8.6 Due diligence, contract negotiation and whether to accept long-term incentive plans 91 9. Your seven-step job search plan 91 9.1 Step 1: Start with humility 91 9.2 Step 2: Draft a word-perfect personal purpose (P) 92 9.3 Step 3: Stick to one strategy (S) 92 9.4 Step 4: Decide on your job search behaviour (B) 92 9.5 Step 5: (Re)Learn the art of marketing 92 9.6 Step 6: (Re)Learn how to sell yourself 92 9.7 Step 7: (Re)Learn how to buy 93 Chapter 3: How to manage your relationships at work as an in-house lawyer 95 1. Introduction 95 2. Your first 100 days 97 3. Your relationship grid 101 4. Green relationships 102 5. Amber relationships 104 6. Red relationships 105 7. The 10/20/70 rule of change 107 8. Emails, texts and posts 108 9. Learn from Lincoln: don’t send that email in anger 109 10. Your use of language 111 11. Managing upwards 112 12. Ask your boss for help – you may get it 113 Chapter 4: Your key relationships in any organisation – how to view them 115 1. You 115 2. Family and friends 116 3. Society, the profession and the regulators 117 4: Your employer client 118 4.1 The purpose of your employer client 119 4.2 Your employer client’s strategy 121 4.3 Your employer client’s behaviour plan 123 4.4 Your employer client’s main board 123 4.5 Your employer client’s chair 123 4.6 Your employer client’s NEDs 124 5. Your boss 125 6. The executive board 128 6.1 The CEO 128 6.2 The CFO 129 6.3 The COO 130 6.4 The chief revenue officer/sales director 131 6.5 The chief marketing officer 133 6.6 The chief technology officer 133 6.7 The HRD 134 7. External advisers and providers 135 8. Your legal team 137 Chapter 5: How to lead teams and work with boards 141 1. Introduction 141 2. Creating an environment in which people thrive 143 3. Developing the legal function 145 4. Meeting stakeholders’ needs 145 5. Decision-making steps 145 5.1 Step 1: Share personal PSB plans 147 5.2 Step 2: Agree on an organisation or team PSB plan 149 5.3 Step 3: Agree on a board or team PSB plan (ie, terms of reference) 149 5.4 Step 4: Agree on a decision-making process 151 5.5 Step 5: Appoint a devil’s advocate by rotation at each meeting 153 5.6 Step 6: Track the implementation of decisions 155 5.7 Step 7: Review outcomes and learn from them 155 6. The FRC code on decision making 156 7. Challenging behaviour: from bullying to martyrdom 156 8. Points of inflection on boards 158 9. “Least Likely to Say …” is a useful legal team or board game 161 10. ‘Small change’ soft contracts 163 Chapter 6: Your client is your employer – how to manage that tension 165 1. Introduction 165 2. The problem 166 3. Analysis of the problem 166 4. What’s top of mind for in-house lawyers? 168 4.1 Negativity 168 4.2 Disrespect 171 4.3 Ignorance 173 4.4 Ethical pressure 174 4.5 Office politics 179 4.6 Personal pressures 180 4.7 Inherent tension 186 5. Relationships in businesses 189 6. A new way 190 Chapter 7: How to reframe your legal department’s relationship with your employer client 193 1. Introduction 193 2. Step 1: Secure a shared language on the PSB plan of your employer client 194 3. Step 2: Sell the generic PSB plan of the legal function to the employer client 198 4. Step 3: Set up a legal executive board to run the legal function as a business 199 5. Step 4: Tell – don’t ask – your employer client what it needs from your legal function 204 6. Step 5: Negotiate a legal business plan which meets the organisation’s needs but honours the purpose of the legal function 205 6.1 Points to consider in drafting the legal function business plan 205 7. Step 6: Reframe your relationship with external advisers 208 8. Step 7: Ensure the GC acts as the CEO of the legal function 211 Appendix 1 215 Inherent tension in-house: defusing the law department time bomb at a time of pandemic Appendix 2 231 Lawyers and their regulators can make or break the ESG movement Appendix 3 243 Strengthening governance through in-house lawyer independence Appendix 4 251 GC Response to SRA In-house Solicitors Thematic Review About the author 261 About Globe Law and Business 263

Few people understand the role of the in house lawyer as well as Ciaran. This book is brimming with ideas and will encourage in-house legal lawyers to reflect on their role. Every in house lawyer should keep a copy on their desk.