The Modern In-house Lawyer

Ciarán Fenton

Book

The Modern In-house Lawyer

Optimising Relationships for Growth and Success in an ESG Environment

Ciarán Fenton

Published: 2023
Pages: 260

eBook: 9781787429543

Written by Ciarán Fenton, 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.

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 client organisations. Appositely, CEOs, NEDs and boards not only struggle to navigate their relationship with in-house lawyers but also are often unaware of the underlying systemic problems in the function and profession, which can adversely affect organisational sustainability.

This book shows how in-house lawyers across the world can better manage their relationships with themselves and others, and how their client organisations can reciprocate. The main theme throughout is that reframing relationships, and then making small changes in them, can together have a big impact on individual fulfilment, organisations and society. Key features of this title 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, 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.

Cover	Cover
Title	1
Copyright	2
Contents	3
Dedication	10
Endorsements	11
Acknowledgements	15
Foreword	19
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: Inherent tension in-house: defusing the law department time bomb at a time of pandemic	215
Appendix 2: Lawyers and their regulators can make or break the ESG movement	231
Appendix 3: Strengthening governance through in-house lawyer independence	243
Appendix 4: GC Response to SRA In-house Solicitors Thematic Review	251
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.
Thomas Crane
Chief Legal Officer, International Personal Finance Plc. Former General Counsel & Chief Sustainability Officer, Coventry Building Society

In this book, Ciarán offers a no-nonsense guide to those who want to be the best in-house lawyer they can be. In pursuit of the ultimate prize of peace and joy at work, he sets his readers on an obstacle course to face the truth about themselves, the potential they have and the business in which they practice. This is not for the faint-hearted. Claiming to have read the book will provoke the question - so what have you done about it? Based on his personal and professional experiences, he systematically tackles the defences of the status quo. In its place, he provides the practical tools to build foundations for a future of fulfilment. As importantly, he signals why the status quo will be overwhelmed by stronger societal demands on businesses and those who counsel them.
Loughlin Hickey
Co-Founding Trustee, A Blueprint for Better Business. Former Global Head of Tax, KPMG

I wish I had this book on my desk 20 years ago. It contains advice that is practical and useable in your day-to-day and should be required reading for all who are in-house lawyers or who interact with them.
Richard Given
General Counsel, OpenPayd

Ciaran’s insights are an excellent challenge for in-house lawyers trying to understand their role and manage their careers. His focus on in-house lawyers as a growing area with changing priorities is timely and essential as in-house teams continue separation and evolution from its private practice routes.
Stephen Cooke
currently freelance GC operating through Konexo GC services and other channels. Formerly MD in HSBC’s legal function

This book is conversational in style, easy to get into, hard to put down and full of gentle challenge and reflection for all of those who are, or who interact with, in-house lawyers.

It is incredibly practical and does not shirk the difficult issues, including ethics and client pressure. It is well worth a thoughtful read.
Russell Deards
Director of Legal & Compliance, Highbourne Group Limited (Former Head of Legal/General Counsel & Company Secretary in a number of companies since 2008)

This is a profoundly thoughtful and insightful book clearly drawing on years of intimate exposure to the profession. From my perspective at London Business School, I also appreciated the many references to academic works. It is also intensely humane and kind. Ciarán says that he could never have written this book before his illness. I can see why. What comes across is a deep caring for the profession, organisations and those who practice law in-house. Other professionals could also benefit from reading this book. His point about being aware of one’s own and one’s employer-client’s purpose and nurturing mutual understanding is pure wisdom. The book exposes severe weaknesses in legal training which prepares lawyers for careers as pressured ‘micro-enterprises’. It has changed my perspectives. I wish I’d come across it decades ago.
Jeff Skinner
Teaching Fellow, Strategy & Entrepreneurship, London Business School

Ciaran brings a refreshing and welcome sensitivity to the often macho world of corporate relationships, demonstrating that inclusiveness and kindness are actually beneficial to the bottom line rather than indications of weakness. I have long been an admirer of his perceptive and incisive guidance and this book crystalises his expertise.
Carolyn Kirby OBE
President Mental Health Review Tribunal for Wales, President Law Society England and Wales 2003

This is a useful and timely book. Useful in its provision of practical techniques to master the art and science of delivering legal services within a business environment in which your client is also your employer. Timely in its presentation of in-house lawyering as indivisible from leadership at a time when businesses and professionals are called to greater standards of responsibility in and for society. It would not be an overstatement to consider that if a majority of General Counsel in any single jurisdiction, read and applied a selection of the techniques in this book, the landscape of the legal sector and their lives would be positively transformed. That is not to say this is a book only for in-house lawyers and the many who work with them, including the decision-makers who can maximise their contribution. It is for anyone interested in the mastery of themselves and their relationships at work and the doors this can open, and as needed, close.
Jenifer Swallow
Jenifer Swallow is a lawyer and advisor to legal and technology businesses former GC at the fintech unicorn Wise and CEO of the government backed organisation LawtechUK

The Modern In-House Lawyer is something to be savoured - dip into it slowly and deliberately as Fenton offers a number of thought-provoking insights on navigating the c-suite and the boardroom, as well as on how to improve in-house lawyer relationships. Moreover, he presents a refreshingly original take on both in-house counsel leadership and the management of in-house legal careers - making this an important read for those who want to grow and lead, with authenticity and purpose.
Mitchell Kowalski
author of The Great Legal Reformation: Notes from the Field

Reading this book is like being in conversation with Ciarán. Anyone who has spent time with him will recognise his authenticity. I like his direct style, the practical advice on relationship building, doing only seven things for seven dollars (not doing more for less), running the legal department as a business, speaking truth to power and holding that special role that comes with the practice of law in-house. As someone who aims to create an environment where others thrive, I particularly like Ciarán’s focus on finding joy and being happy at work 75% of the time, as per the title of his next book, Most Mondays.
Maaike De Bie
Group General Counsel and Company Secretary, Vodafone Group

Every decade or so, something comes along that changes the narrative of settled thinking. This book is as generous as a Wainwright walking guide, as well observed as a Bryson travel guide and as punchy and insightful as any McCormack 'What They Don't Teach You at...' book. Fenton rests his views on a foundation of observing a generation of lawyers, and it is all here. If you are a lawyer, want to be a lawyer, are married to a lawyer, employ a lawyer, this book is not just important - it is essential.
Paul Gilbert
director, LBC Wise Counsel; former legal director and company secretary, United Assurance Group; former head of legal services, Cheltenham & Gloucester plc

Just finished reading Ciarán Fenton's book, The Modern In-House Lawyer, published by Globe Law and Business Ltd. Really sound guidance and insights - a 'must-read' for GCs.
Russell Alexander
Experienced General Counsel

Ciarán Fenton's book is a roadmap for growth and success. Any lawyer, whether in-house or private practice, solicitor or barrister, would find that it has much to offer. Fenton has developed a range of tools that offer a practical understanding of who we are, our purpose, and how we can navigate the tricky and sometimes toxic world of work. Extensive and informative footnotes highlight the breadth of his knowledge.
Anthony Kenny
GSK legal director for UK and Ireland, Law Society Gazette

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The Modern In-house Lawyer

Optimising Relationships for Growth and Success in an ESG Environment

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Practical, topical titles for international legal and business professionals

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The Modern In-house Lawyer

Optimising Relationships for Growth and Success in an ESG Environment

Table of Contents

Practical, topical titles for international legal and business professionals