This Report summarizes the discussion at the ACC’s CLO Roundtable session
“Managing a Successful Legal Department” held in Montreal on September 29, 2015.
ACC’s CLO Roundtable sessions are designed to provide a forum for CLOs who wish to exert greater leadership in their companies, at the bar, in the courts, and in the halls of government on emerging issues of greatest concern.
Roundtable participants were:

 Stéphan Lemay – Host – Vice-President, General Counsel & Secretary
Power Corporation of Canada
 Denis Boulianne – Vice-President, Legal Affairs - Corporate
Ivanhoé Cambridge Inc.
 Sabine Bruckert – Vice-President, Human Resources and General Counsel
Velan Inc.
 Catherine Conides – Vice-President, Legal Affairs and General Counsel
Camso
 Jonathan Cullen – Vice President & General Counsel
Pfizer Canada Inc.
 Christine Desaulnier – Chief Legal Officer & Corporate Secretary
Transcontinental Inc.
 Mark Hounsell – Chief Legal Officer & Corporate Secretary
AIMIA
 Mark Girgis – Vice President, General Counsel & Corporate Secretary
MEGA Brands Inc.
 Caroline Lemoine – Vice-President, General Counsel and Secretary
Lassonde Industries Inc.
 Lindsay Matthews – Vice-President, General Counsel & Corporate Secretary
Gildan Activewear Inc.
 Jeffrey Shane – General Counsel
International Air Transport Association
1

 Simon Rivet – Vice-President, General Counsel & Secretary
Metro Inc.
 François Ramsay – Senior Vice-President, General Counsel & Secretary
Yellow Pages Group Corp.
 Kamila Wirpszo – General Counsel, Legal Affairs & Environment
AIM Holding LP
KEY TOPICS AND EXECUTIVE SUMMARY
The participants discussed the following key topics:
 Talent Development and Retention
 Efficiencies and Managing a Global LD
 Strategic Planning
KEY TAKEAWAYS
CLOs face many challenges related to running the most successful in-house legal department (“LD”) possible. The constant requirement to provide more for less with less is at the heart of these challenges. Attracting, hiring, retaining and managing talent at a reasonable cost and ensuring that they can deliver legal services to their organizations in less costly, more efficient and business-friendly ways are essential to the success of the
LD. It is within this context that thought leaders participating in this session described a number of ideas and practices. Listed below are some top themes and takeaways.
Talent Development and Retention :
Participants feel that recruiting the best people at a reasonable cost, building in-house competence and developing talent and providing incentives for sustained performance is a key challenge for the in-house legal profession. Effective legal team management is particularly critical when lawyers are located in far-flung places across the globe rendering it more difficult to focus on what the team is up to and whether they are motivated. Participants mentioned that it is especially difficult to keep highly skilled and ambitious lawyers motivated and interested in remaining with an organization when the
LD is flat and the CLO or GC is relatively young. The following observations and suggestions were made to help maintain a cohesive, engaged LD team:
1.
Exposure to Senior Executives, Directors and Officers: One participant mentioned that providing senior lawyers with the opportunity to meet with or provide a presentation to senior executives or the Board of Directors is a good way to help develop leadership and communication skills and keep talent motivated.
2.
Appointments: Participants use appointments to sub-boards and committees to help develop leadership skills.
2

3.
Provide Independence and Decision Making Opportunities: One participant noted that they place a great deal of effort on ensuring that existing talent is not underused. They “get out of the way and give their in-house lawyers more responsibility to manage and get involved with operations.” This has the benefit of freeing up the CLOs time for other, more strategic responsibilities. It helps to provide the team with experience and exposure and aids in succession planning.
It also helps to develop business acumen and aids with retention of top talent.
4.
Leverage In-House Counsel across the Business: Participants mentioned allowing lawyers to participate in special projects outside the LD that helps these lawyers to build skills and obtain additional training that can make them more saleable within or outside the LD.
5.
Training and Mentoring: Participants mentioned various opportunities for skills, business and leadership training such as the use of conferences, seminars and mentoring tools. Participants also noted that it is useful to reverse the onus for training by requesting in-house staff to demonstrate initiative by identifying, sourcing and suggesting their own training and development opportunities.
6.
LD Structure: Although some participants have a more flat LD others mentioned that the creation of additional levels such as VP, AGC or Director helps to keep talent motivated and develop leadership and management skills. It allows talent to see a career path. Even in smaller departments and situations where it is not feasible to have a multi-tiered LD, making in-house lawyers responsible for parttime or summer students helps to develop leadership skills such as delegation and management techniques.
7.
Secondments: Participants mentioned the use of secondments, whether vertical, lateral, internal or external within the legal environment or the operational environment, as another method to keep talent motivated and develop further skills.
8.
Flex Hours and Work: Participants noted the importance of being aware of staff needs and providing a work environment that could accommodate those needs.
This is an additional tool that helps retain talent and make the LD a progressive department. Allowing in-house counsel to work from home was another option mentioned. In regard to the latter, it was noted that the LD is a service provider thus physical presence is important. Having said this, advances in technology are making it more and more feasible to provide services from a myriad of locations.
Providing flex work locations can be used effectively to retain talent provided that when necessary, in-house counsel is available and prepared to deliver in-person service.
9.
Compensation: Several participants noted that in-house compensation practices and salary bands are a hindrance to talent retention. As in-house, lawyers are employees of the organization and subject to salary bands that are created for the
3

operations. These salary bands may not fit the legal profession job descriptions as well as other jobs within the organization. One participant noted that in a LD where there are no titles it is difficult to explain the roles and responsibilities of
LD staff and thus difficult to obtain the HR department’s agreement on the proper allocation of LD staff to the appropriate salary band. Participants mentioned the use of compensation surveys conducted by entities such as Mercer or Robert Half
Legal but felt that the compensation bands seemed excessively low in the former.
Participants noted that the market focuses on local compensation although the experience and provision of services is becoming more and more global.
Participants also mentioned that for public companies, there were creative solutions to the low base salary dilemma in that options and share units could be used to increase the overall compensation package and make in-house talent feel more vested in the success of the organization.
Efficiencies and Managing a Global LD
Participants discussed tactics used to stay on top of, and more efficiently handle, the legal work rendered in geographically dispersed regions:
1.
Consolidate External Counsel (“EC”): One participant stated that they gained oversight over the quality of services rendered regardless of the country in which the services are provided by organizing the use of EC so that the number of firms used is consolidated down to a very few. In addition to improving the quality of services rendered, the consolidation of EC resulted in an approximate 20% reduction in North American legal spend over the previous year.
2.
Protocols: Participants also implement protocols regarding the retention of EC.
For example, EC cannot be retained without approval from the LD, or as a variant, the finance department cannot authorize the payment of legal bills unless
EC is hired by the LD. In such instances, authorizations should be provided in a timely manner and should not take more than one day. Protocols may also include the requirement that the LD must maintain a record of instructions when using EC, allowing for better oversight.
3.
Use of Meetings: Participants noted that having regular monthly meetings with
EC to discuss retainers, objectives and projected costs is also very helpful in maintaining oversight and ensuring alignment between EC and the LD.
4.
Technology: Some participants use EC who have a good technology platform rather than attempting to implement an internal platform to help efficiently manage legal services. Of the many EC having this capability, Eversheds in the
UK and McMillan Binch in Canada were mentioned as examples. Other participants are experimenting with in-house LD platforms such as Serengeti and
Legal Suite for matter management, contract management, e-billing and performance analytics. Those who have implemented this type of software have found that it has assisted with the centralization of EC hiring practices. It has also
4

permitted them to gather and analyze valuable data that provide insight into the efficiency of both the LD and EC at both a global and granular level, allowing for, among other things, an analysis of ROI. One participant stated, “the system paid for itself. It catches billing violations on its own without the need to scrutinize bills: that alone makes it worthwhile.”
5.
In-sourcing: Some participants indicated that they have been able to drastically decrease the cost of legal services by bringing almost all of the legal work inhouse. The philosophy is that they are the experts and understand the business better than anyone so most work is handled internally: “We are the negotiators, we know our risk, we are the experts.” Very large or complex matters will go to
EC but for the most part, even these are broken down into their component parts in order to permit part of the work to be handled by the LD. In one instance, the legal spend decreased by more than half simply by having the LD act as the expert. Getting to this point required the participant to change the culture, to change how staff thought of themselves and to hire the right people. Changing the internal culture takes time but one tactic that helped was to advise in-house staff that they could not hire EC without first obtaining authorization. In addition, ensuring that LD staff fully understands the business increases comfort levels and confidence to handle matters internally.
6.
Meeting Global Compliance Requirements: Where there is no in-house staff located in a particular geographic region, it is very important to cultivate a good relationship with EC located in that region. Also, where there is no in-house staff, it is critical to ensure that the business heads in the region understand their compliance roles and responsibilities and understand how to fulfill them.
Understanding of risks and compliance responsibilities helps to make them more amenable to implementing procedures and processes that will ensure they discharge their responsibilities appropriately. Legally sophisticated business associates and close relationships with EC help to ensure that an organizational division or subsidiary remains integrated within HQ oversight.
Strategic Planning:
In order to align with the goals and objectives of the business unit, participants implement various tools and planning processes. They also use these processes to ensure that the business understands the legal function. In this regard, the following matters were discussed:
1.
Strategic Review Process: Some participants noted that in their organization, every business unit and support group must create a 3-year strategic plan that is communicated out to the entire organization. The LD finds this process very helpful in reminding the business associates about the role played by legal in advancing business strategies and goals.
5

2.
Annual Retreat: Some participants shared that at an annual off-site, they create the LD business plan by focusing on the overall organizational mission and cascading the organization’s business plan. Bringing the entire LD staff together at least once per year helps to reinvigorate and build team spirit and it allows for a dedicated time for all staff to develop personal, cultural and business objectives that align with the organizational plan.
3.
Cascading Information: One participant shared that they conduct one-on-one meetings with each of their direct reports in order to share information from executive strategy sessions and then this information is further cascaded to the full legal team via monthly, global LD meetings.
Whether typical meeting cadence includes weekly meetings of the CLO with direct reports; weekly to monthly unit meetings (for example by practice area or geography) or annual “all hands” LD in-person meetings, all participants agree that managing and running a successful LD depends on regular, strategic communication.
Conclusion:
CLOs realize that the fulcrum of a successful LD is people. A successful LD starts with hiring skilled lawyers and providing them with organizational experience, insight and understanding thus turning them into astute business partners. It also involves proper management and oversight of EC. When the foregoing takes place under the umbrella of a strategic legal plan that aligns with an organizations overall business plan, CLOs may regard their LDs as successful providers of responsible and knowledgeable advise.
A Sampling of Additional Resources and Links:
How Law Department Leadership Can More Effectively Develop Their Teams and
Proactively Work with the Business OCT 2013
Recruiting & Retaining In-House Counsel
OCT 2013 INFOPAK DOWNLOAD PDF
Guide to Value-Based Staffing
ACC Value Challenge Digital Resource Collections ...
SEP 2013
StaffingAndTalentDevelopment - Association of Corporate ...
MAR 2012 ACC LAW DEPARTMENT EXECUTIVE LEADERSHIP REPORT
Guide to Project Management
ACC Value Challenge Digital Resource Collections ...
SEP 2013
Organizational Effectiveness: The New Imperative for Developing a World-Class Legal
Department JUL 2011 INFOPAK
6

Top Ten Ways to Run Your Legal Department Like a Business Unit Sept 2012
The Role of the General Counsel in Canada: Leading Practices in Law Department
Management Sept 2009
7