December 09, 2019 Articles

The Trusted Legal Adviser

A trusted legal adviser is essential to running a profitable business.

By Christopher Lange

It is 11:00 a.m. on Friday, and the business-development team comes to you with a legal question for a proposal that is due at 2:00 p.m. that same day. Why is the team waiting until the end of the process to consult you, its legal adviser?

There is often a misconception that the general counsel’s office of a business is in place to say no to otherwise sound business decisions. This environment is created when the business and the legal department refuse to communicate outside their spheres of expertise.

To be productive, trusted advisers, corporate attorneys are required to master the skills of interpreting, incorporating, and protecting business values. The foundation of these skills is communication.

Communication Defined

Communication is “a process by which information is exchanged between individuals through a common system of symbols, signs, or behavior.”

Communication Based on an Understanding of Goals

Communication as a corporate counsel does not start with the transmission of words in an email or on a page; effective communication begins with research. One must know the language of business to understand how to engage the stakeholders. Knowing the company’s vision or goal for a project allows the legal adviser to use business terminology to present sound legal reasoning. Your audience will resonate more with what you are sharing when it believes that you understand its end goal.


Communication at Ground Zero

Correctly interpreting the facts is a way to prove your understanding of the business goals and builds trust amongst the stakeholders. To ensure that you are interpreting the right facts, you need to be in the room where decisions are happening early in the process. You can build a rapport with the business by volunteering to help on smaller projects that might not require the same time commitment as a fully developed plan but that allow the stakeholders get to know you and increase the likelihood of the stakeholders inviting you to preplanning meetings. The more you can advise in the beginning, the easier it becomes for both the business and legal teams to find a favorable solution near the end of the process.

Incorporating yourself into the business process early on helps you learn how to translate your legal analysis into a language that resonates with the stakeholders. You should use business metaphors to break down complex legal concepts that change based on each scenario that the business puts forward. It is your job as a corporate attorney to make the business understand your advice and how it incorporates the vision and goals of the business. You are not the regulator; you are the trusted adviser. If the business sees you as a trusted adviser, you will be called upon to offer your advice early on in processes or before a project is even pursued.

Communication of the Law to Further the Business Goals

Laws can change or may be applied differently depending on jurisdiction. Trusted legal advisers understand that their job is to know the law and assist the business in reaching its goals by using the law.

Using your communication skills to assist the business through barriers and roadblocks throughout the process allows the legal team to be a collaborator rather than a watchdog. This does not mean that you sacrifice your sound legal advice to gain favor with the business; it means that you help the business understand why the law is restricting certain moves and what alternatives are viable.

The teaming agreements (TA) commonly used in federal contracting are an excellent example of how a trusted legal adviser can protect the business goals. The enforceability of these agreements varies widely by state, which is an issue squarely within the legal experts’ realm. In addition, there are other strategic business considerations that may affect choice of law. A trusted legal adviser will use the law to protect the business interests while balancing the absolutist risk-avoidance answer with the business needs of the larger team.

Communication to Protect the Business’s Values

Interpreting, incorporating, and protecting business values are rooted in effective communication. A competent legal adviser therefore should master actively listening, identifying issues, and equipping the business with the tools to advocate for itself.

Active listening means collecting as much information as you can before attempting to piece together any type of solution. Active listening is more than waiting for the other person to stop talking; it requires that you listen to the message being conveyed. Repeating back your understanding of the message ensures that what you heard is what the client meant to convey. A good active listener avoids wasting time and effort on researching the wrong topic and is likely to build better trust with the client.

Legal counsel cannot give advice until they know what issue requires solving. To identify the issue, legal advisers should have the client break down its concerns in the simplest terms. Once all parties understand what the issue is, there should be constant updates from both the business and legal teams. Issues can change overnight, or new findings can alter legal analysis and/or business decisions. It is important to check in on a consistent basis to ensure that you are working on the most current issue.

Equipping the business with the tools to advocate for itself makes your job as a trusted legal adviser more effective. How? When the business brings you an issue that does not require complex legal analysis and can be addressed using a simple approach, it behooves you to share the steps that you take to get to that conclusion so that the business can apply those steps in the future. Instead of asking you to conduct the research from the beginning, the business will learn how to supply you with the information you need before you must ask for it. It also empowers the business during the early phases of a project to draw conclusions that are likely to fit with your analysis.

Continuing the TA example, you may provide the business in advance with a set of states that maximize enforceability, as well as those to avoid. The business team can then frame negotiations from the beginning with those targets in mind and evaluate trade-off negotiation positions. This is an example of the business combining its goal with your legal reasoning and asking you to evaluate the solution.

Conclusion

A trusted legal adviser is essential to running a profitable business. As corporate counsel, it is critical that you understand that your role is to be knowledgeable in the law while assisting in upholding the business vision and goals. Your advice should not be seen as a necessary evil. As a corporate counsel, you are responsible for making the business goals your goals. The business will learn to trust your advice and seek your counsel when its goals are incorporated into your reasoning and analysis of the issues. The trusted legal adviser is a guide and a translator assisting business in navigating the ever-changing legal landscape.

Christopher Lange is a J.D. candidate at American University Washington College of Law.


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