Top Tips for New In-house Counsel

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This Wisdom of the Crowd (ACC member discussion) addresses advice from experienced in-house counsel to those attorneys who are new to the in-house role. This resource was compiled from questions and responses posted May 7-15, 2024 on the communities of the Compliance and Ethics Network, Law Department Management Network, and Small Law Departments Network.*

*(Permission was received from the ACC members quoted below prior to publishing their community comments in this Wisdom of the Crowd resource. Comments were edited slightly for spelling and punctuation.)

Question:

What was the top tip you received (or wish you had received) when you first went in-house?

Wisdom of the Crowd:

1. Learn the business and its people.

• “Spend the first 90 days meeting everyone you can at all levels of the organization. They will help you understand the culture and the state of engagement and provide you with intel on issues and topics that matter.” - Karen Alston, Associate Vice Chancellor/Chief Counsel for Legal and Compliance, New York University, Abu Dhabi
• “Learn your industry, your products, your services. You cannot be an effective in-house counsel if you do not understand what your company is selling and how. Spend time on this at the beginning. Stay on the top of the trends in your industry so you understand better how changes in the law can affect the business.” - Anonymous
• “Remember, your client will know the business better than you probably ever will. Respect that and be eager to learn. Don't be afraid to ask questions; seek to understand the question behind the question your client is asking and what is being sought to be accomplished. Take or find the opportunity to understand the entire product life cycle, go on sales calls, and attend investor meetings. Whatever the business does, see it from the ground up and participate in employee training sessions. Never compromise your integrity.” - George Parnell, General Counsel, The Building Industry Consulting Services International, Inc.
• “It takes time to build trust with your business clients. Be practical and learn the business. When your internal clients learn that you are a partner and not an impediment to the business, they will start to follow your advice.” - Kevin Chapman, Associate General Counsel, Dow Jones & Co.
• “If your company is international, find ways to learn about the other cultures. Business practices are very different in other countries, and it can be easy to offend someone without even realizing it.” - Stephanie Reid, Associate General Counsel, Varex Imaging Corp.

2. Work effectively with business people.

• “Be responsive and quick! Aim to respond to all requests in 5 minutes, if possible, but always by end of day. Acknowledge the request and give an estimated timeline for a reply.” - Stephanie Reid
• “Don't overcomplicate things. Business partners do not want a CYA memo or a 5-page analysis with case law. They want to know high level what the issue is and whether or how they can proceed.” - Stephanie Reid
• “The business team are not lawyers nor do they want to be. What may seem like a ‘major red flag’ to you is an overreaction to them; rather than battling every point, find middle ground but don't forget your first obligation re: protecting the company.” - David Felicissimo, General Counsel, Valsoft Corp.
• “Don't be afraid to give your honest opinion about legal risks and give your best advice in the best interests of the company, but remember that everything (almost) is ultimately a business decision and the business can decide to take more risk than you would recommend. As long as you have outlined the risks and options, it's not your call about which option to take. Don't let that bother you.” - Kevin Chapman
• “When you have to say no, say no. But always look for a way to say yes that doesn't compromise you or the business. Anytime it's possible, you want to be able to say ‘you can't accomplish what you're trying to do THAT way, but you can do it THIS way.’” - Julia Hanft, General Counsel, Wego Chemical Group LP

3. Adjust to the In-house mindset.

• “In-house is just different, not easier.” - Anonymous
• “The Business Team will take risks; it is the lawyer's job to help them understand the nature and severity of the risks, along with ways to protect against negative outcomes.” - Michelle Marzullo, Corporate Counsel, Jovian Concepts, Inc.
• “The company is your client. Understand Ethics Rule 1.13 and understand that the client does not have to follow your advice.” - Michelle Marzullo
• “Unlike a law firm, your work and the importance of legal issues will not be 'front and center' at a company.  It will be seen as anything from a 'necessary evil' (re: ‘run it by legal’) to an obstacle in closing a deal or signing a new client. It can be frustrating for those new to in-house to suddenly go from an office full of lawyers all in unison on the importance of their work to a setting where not everyone will see the importance of legal issues.”  - David Felicissimo
• “Judgment calls: an in-house lawyer will be called upon to make various decisions, some outside their area of expertise. Unlike a firm, you won't have the opportunity to 'run the provision by your employment law colleague,' and you also won't have the opportunity to reach out to outside counsel on every matter on which you are not an expert. This is difficult for some, and they don't have the confidence and come from a background where any issue, even a 5,000 lease, will be reviewed by a real estate lawyer. Judgment calls vis-a-vis the bigger picture are ultimately very important.”- David Felicissimo
• “Know when to get help - you are counsel, but sometimes you need an expert - trademark/patent law or when dealing with 401(k)...you don't want to be the attorney that messed up the company's 401(k) because you were too proud to go outside for expert advice.” - Anonymous
• "You are no longer a revenue generating unit; you are now an operating cost." - Bree Urban, Chief Legal Counsel, Business Solutions, Astound Broadband

4. Manage your time, priorities, balance, and wellness.

• “A habit I developed from my time as outsourced in-house counsel when I would have clients selling or buying businesses: a good place to start organizing files is at the end. Imagine if the company sells. Look up some M&A due-diligence checklists and see how they are organized. These categories help you group matters in a way that buyers and auditors would request to see items.” - Michelle Marzullo
• “Meet with your clients and ask what their expectations are for your role. If they ask too much, you may need to set limits. Oftentimes, business people want things immediately, but legal review takes time. Educate them and set realistic expectations.” - Anonymous
• “Set boundaries. You’re not in private practice anymore. When a request gets to legal, it will always be urgent to the person who sent it. Is it urgent for the company, though? It takes a bit of time but learn to differentiate the true emergencies from the rush requests from people who waited too long.” - Anonymous
• “You have to take care of yourself and your health and set healthy boundaries. Depending on your situation, you can just as easily end up burning out.” - Anonymous
• “Organization is key and time well spent upfront.” - Anonymous

5. Build executive presence and leadership.

• “Invest in team retreats to learn who your team members are, what they value, and how they work. This will help you understand how to engage them, hold them accountable, and build necessary trust.” - Karen Alston
• “Everyone will notice if you care about doing the right thing and that will have a tremendous impact on many people.” - Anonymous