Career Files, Lawyers

What to Consider When Considering an In-House Counsel Position (Part 1)

For many lawyers looking to leave the law firm or explore other legal careers, in-house counsel often arises as a favorite option. Some of these attorneys want to be happy in their job. Others want a job that is anywhere but the firm. Others like the idea of fewer hours and a flexible schedule. And still others are attracted to expanding their responsibilities and broadening their business exposure.

This article explores just what it takes to be an in-house attorney, the expectations and demands of the role and the potential career paths. While these positions are often coveted and hard to get, it takes critical analysis (of one’s personal skills and the job’s duties) to ensure that this role could be the answer to an attorney’s job hunting prayers.

One size does not fit all

Just like any type of job, the demands, responsibilities, goals and pressures of an in-house counsel position vary greatly, by industry, company size and corporate culture. Sometimes an in-house attorney can feel like just a mundane, isolated “check-the-box-stop” before the business people move forward with a new (and exciting) plan. In other instances, the in-house team interacts with all or many other people throughout the organization and is integrally involved with the strategy and planning and problem solving at various levels of the organization. “In-house positions can range from the punch-the-clock-in-at-nine-out-at-five job all the way to managing opportunities that have you working almost as much as you would at a firm,” says Katie Slater, former Assistant General Counsel at AEI Services, a Houston based energy company, who now runs Career Infusion Coaching, a career management firm for lawyers and other professionals.

As such, those interested in exploring in-house as a career path should really take the time to critically assess their professional talents, strengths and passions (what some like to call their Unique Genius) to better match this inherent skill set to the requirements of the specific in-house counsel job one may be considering. This can be very difficult, and require honesty and introspection, but it is essential in making sure the role is a fit. “Generally, you need to really understand your legal (and non-legal) strengths and work style and also research your potential options and make sure they fit with you,” says Slater.

Yes, you are correct, the in-house lifestyle is much different than that of the firm

It is true that working as an in-house counsel is for the most part different than the firm life. First, the work hours are different – there are less of them and they are more “regular”. “At the firm, working on the weekend was a given. As in-house, my weekends are free. You need to be available 24×7, but not in the office every day of the week,” says Adam Heller, San Francisco based SVP of Legal Affairs at Geeknet.

And the pressures and demands can be different. While in-house attorneys have deadlines to meet and the pressure to complete projects, most generally have much more control over their schedule (read: there is no partner telling you last minute to work late or on the weekend for a pressing deal).

But there is less money to be made. Generally speaking, compensation and incentives as in-house are considerably lower than what firms pay. And while there may be the opportunity to cash out upon the company’s IPO or merger, an exit can often be an uncertain time for the in-house staff. “While the in-house work may be fun and exciting, there has to be an exit for the company sponsors and thus you will most likely face an IPO or sale or merger in the next few years,” points out Slater. “Even large, ostensibly stable companies are bought or face mergers, and lawyers often are hit quite hard in those situations during the subsequent restructurings.”

You’re going to need to really understand the business

While this may seem obvious, a successful in-house counsel must take the time to truly understand all aspects of a company’s business and what effect their decisions may have. “You need to understand the whole picture. And not just pay lip service to it, but really spend time with the other business units – sales, manufacturing, development – and get a sense of what their priorities and challenges are,” says Heller. “With this insight, you understand better how agreements need to be drafted, what can (and cannot) be negotiated and what are both the high level and detailed goals of any agreement, legal document or project.”

This understanding also helps in building solid relationships with the other business units. While some have said that an in-house has “only one client” (the company), the role really requires interaction with many different people. “Consider that you will have a variety of constituencies made up of people from various parts of the company or institution,” says Slater. “These people might be from human resources to IT to finance to business development to operations. The ability to build connections and communicate clearly with a wide variety of people is very helpful.”

And a firm understanding of how the business works can increase an in-house attorney’s importance to the company. “Having a firm grasp of the business shows your value as in-house to the other business people,” continues Heller. “As the company’s ‘risk manager’, you will often have to say ‘No’ to potentially lucrative ideas, and when the other business units realize that you understand the business, this allows an in-house attorney to more effectively gain buy-in.” It also lets an attorney become a more integral part of the overall business team. “If they see you as an integral piece of the team, business people will be more likely to proactively email you and involve you in decisions. This allows you to contribute and show your worth . . . while also keeping you in the know and allowing you to possibly head off issues before they become intractable problems, making your job a whole lot easier,” says Heller.

Need to be able to say “no”

As mentioned above, the successful in-house attorney must at times stand up to the other business units. “I am a natural conciliator – my default position is for everyone to get along,” says Heller. “But I realized early on that sometimes you have to say ‘No’.”

Not only is a negative answer sometimes the legal, moral or just plain right answer in a certain situation, but an in-house attorney will likely not be taken seriously if he or she tries hard to say “Yes” all of the time. And while every in-house may (justifiably) feel nervous about scuttling an important deal or slowing down a sale, “If you have previously built relationships with the other business units, understand the business and can credibly back up your position, this may piss off some of the business folks . . . but they will understand that you are saying ‘No’ for a credible reason and respect your decision,” says Heller.

Conversely, saying “No” all the time (to the business units, customers, partners or through a contract negotiation) only reinforces the notion of an in-house legal staff as an obstacle. The company attorney must realize how to adeptly pick his or her battles and use the “No” stick effectively.

Casey Berman (University of California, Hastings ’99), a market research consultant, investment banker and former in-house counsel based in San Francisco, is also the founder of Leave Law Behind, a blog and community that focuses on helping unhappy attorneys leave the law.

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