In-House Counsel

Company's First GC: An Opportunity-Rich, Rewarding Challenge

Firsts are filled with dreams and hopes. They are difficult and complicated for everyone involved. But they are also full of opportunities.

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“What do you call a lawyer that you like and can’t live without?” the president asked the board. After a prolonged pause, he said, “You call that person the general counsel.”

And that is how I got my first in-house role, my first general counsel role, at a 100-year-old organization that had never had an in-house lawyer, let alone a general counsel.

Firsts are filled with dreams and hopes. They are difficult and complicated for everyone involved. But they are also full of opportunities.

‎Elizabeth Benegas, General Counsel of NetDocuments, and I dive into the complexities and richness of being the first in-house lawyer.

 

This led to a great discussion! What challenges might the first in-house or general counsel face? When is the right time to hire your first in-house or general counsel? How do you think about it? And much, much more.

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It turns out that being the first GC is unique and rewarding.

“Being the first in-house attorney/GC allows for a unique opportunity to take a deep dive into learning the business and establishing strong partnerships with the other leaders.” said Jill Passalacqua, the vice president, general counsel, and corporate secretary of Avi Networks. She explained, “Setting the tone for the legal function and being seen as someone who drives business, not just managing risk. Agreed, it’s never too early to bring in your legal partner!”

Justin Cousino, the general counsel of Grammer AG, said, “This has been my life for my last three GC roles! It is great to go into a company that has never had in-house counsel and help improve their operations and bring a ton of ROI!” He explained, “Easiest is clearly outside counsel spend. Second is vendor/customer management spend (i.e., negotiating proper contracts, settling issues prior to litigation or emphasizing proper stance). Third, and most importantly, labor relations. With proper training and refreshers, in-house legal can amplify employee retention resulting in decreased turnover (cost savings) and avoid or potentially minimize EEO claims, even those frivolous ones from aggrieved terminations.”

Lisa Gilley, the general counsel at Higher Logic, further explained, “I’ve been a “company’s first GC” three times in my career. The GC role always requires a unique combination of legal, business, and interpersonal skills — but a “first” GC also needs to demonstrate value, understand business needs, drive deal-making, and eliminate barriers to growth. When this proactive legal approach aligns with business goals, the GC becomes a full partner in the growth and future of the company. Rewarding work!”

So, the challenges … there are many!

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Lisa Lang, the general counsel of Kentucky State University, said, “Understanding the role of general counsel and how that general counsel is different from outside counsel.” Talar Herculian Coursey, the general counsel at Vista Ford, agreed.

So… when to hire? The consensus: it is never too soon.

According to Lang, “In a perfect world, all companies would have one in this litigious world. If you decide to move forward without one you should reconsider when you find yourself calling outside counsel for more than just your litigation needs or, heaven forbid, or the threat of litigation increases.”

Likewise, Caroline McCaffery, former serial general counsel turned CEO and founder of ClearOPS, Inc., said, “I joined as GC twice to startups that were sub-20 employees. I think it’s never too early!”

Being the first general counsel of a legacy organization was one of the most rewarding experiences of my life. I learned more than I ever thought I could from one role, and I was challenged to think outside the box that my legal training built. But even more important than my growth was that of the organization I worked for. Just having a general counsel, or an in-house legal staff of any kind, forced them to think of themselves, their business, and their challenges in a new light. No one exists outside the law. It affects every decision we make.

Olga V. Mack is the CEO of Parley Pro, a next-generation contract management company that has pioneered online negotiation technology. Olga embraces legal innovation and had dedicated her career to improving and shaping the future of law. She is convinced that the legal profession will emerge even stronger, more resilient, and more inclusive than before by embracing technology. Olga is also an award-winning general counsel, operations professional, startup advisor, public speaker, adjunct professor, and entrepreneur. She founded the Women Serve on Boards movement that advocates for women to participate on corporate boards of Fortune 500 companies. She authored Get on Board: Earning Your Ticket to a Corporate Board Seat and Fundamentals of Smart Contract Security. You can follow Olga on Twitter @olgavmack.

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