With the fallout from corporate scandals, rapid globalisation, increased focus on corporate governance, advancement in technology and data protection, the role of a general counsel has gained significant importance. Several years ago, the role of a general counsel was perceived to be a lifestyle-friendly prelude to retirement or sometimes, in the case of a woman, a role which she would transition to once she got married or had children, since it was perceived to support a work-home balance and did not have the long hours synonymous with a law firm practice.
However, the role of a general counsel has, over the years, moved to one of a business enabler and strategic partner. As several corporate scandals showed, the issue was not that these companies did not have a general counsel. Instead, it placed their role under increased scrutiny.
Gone are the days when a general counsel was a “yes person” or a “tick mark,” simply used to comply with paperwork. A general counsel provides clear, pragmatic and commercially viable legal advice while being aligned with the company’s core business activity. The role is two-fold, where you are advising not just on past problems, but also pro-active advice on risks in the foreseeable future.
Given that each sector is governed by its own set of varied complex laws across different geographical locations, the role of a general counsel spans from a lawyer with technical expertise to a counsellor who can take a position on ethical issues, reputation of the company and so on.
A huge differentiating factor for any general counsel is to shift the focus from only being a legal advisor to being accountable for the business of the company. There are risks in every business and a general counsel should focus on providing solutions and not only sensationalise a legal issue. There must be a “what next” route charted out for the business team, so that the paths to achieve the vision and business objectives of the company are paved out. A general counsel should provide the risks but more importantly the mitigation strategies while being mindful of the company’s appetite for risk.
The general counsel also needs leadership skills to steer a team to high performance coupled with high integrity. A general counsel must also provide an environment of continuous growth and learning, so that the legal knowledge within the team is not archaic or irrelevant. A general counsel is required to keep abreast of the developments in law and latest judgements impacting the company or sector. This requires deep insight and strategic mindset to plan whether any changes are required to be made to how the organisation has been conducting its business, adapting to new laws, modifying contracts to avoid financial risks and disputes and essentially ring-fencing the company.
A good general counsel is not one who knows the law well, but one that can ensure that the business leaders right down to the junior-most manager understands the consequences and implications of their business choices and actions. A general counsel should invite debate and help develop business positions.
The general counsel is the guardian of the brand of the company. A general counsel’s role is not distinct and different from that of an ethics counsellor. Each legal issue is always wrapped in a consequential brand impact. One cannot take a legal view without advising on the dent that can be caused to a brand that would have been built over several years of trust among customers, business partners and segments of shareholders. A general counsel should therefore play the role of binding the company together.
Over the years, the role of a general counsel has therefore transitioned from a legal advisor on limited issues to a highly specialised legal advisor combined with high business acumen. The blend in the role also requires a command over one’s leadership skills coupled with fairness and humility in dealing with different business functions.
About the author
Parveen Mahtani is presently the chief legal officer of Mahindra Lifespace Developers. With more than 20 years of legal experience and a focus on real estate and infrastructure, Parveen leads a team of 12 professionals. She was named in ALB’s Asia’s Top 25 In-House Counsels in 2018. The views expressed by the author are personal and have no bearing on the organisation she represents