The second The Lawyer and BLP roundtable event allows GCs to identify what advice would have been particularly useful during the first few years of their in-house career

GC2B is an initiative from The Lawyer and Berwin Leighton Paisner

When you took on the decision to move, either from a law firm or from another in-house sector, what were the issues in the early stages?

Mark Sanderson: It’s probably easier the younger you are. I moved from being a partner at a law firm. It was very unclear in the early days what the business thought of the legal team – you can’t work out who’s bought into that brief. Because I was relatively senior, I’d learnt about empathy and taking your time, pulling not pushing. I was able to work it out, but I’ve seen a lot of guys go in-house and expect things to happen.


Nilema Bhakta-Jones
Group legal director, Top Right Group

Jeff Eneberi
General counsel & commercial projects director, Just Eat

Simon Levy
Legal & contracts director, Kelly Group

Sarah Livingston
Legal director, Partnerships In Care

Keith Marriott
Group general counsel, NEC Group

John Rowland
Senior legal counsel (corporate), Network Rail

Tim Sai Louie
In-house lawyer – corporate services / compliance, Portigon

Mark Sanderson
Legal director and company secretary, Severfield

Kenneth Underhill
SVP & general counsel, ACE Group

Clare Wardle
Group general counsel, Kingfisher

Francesca Yeomans
General counsel, UK Coal

Ash Coleman-Smith
Global marketing director, Berwin Leighton Paisner

Catrin Griffiths
Editor, The Lawyer

Kenneth Underhill: I went from partnership in a medium-sized City firm, where I’d had a smallish team in the firm of 13 people, to a client. It’s culturally quite different – and you’re right about having to know who buys in and who doesn’t buy in.

Sarah Livingston: The difficulty is that you’re going from being a profit centre where you can go into the reprographics department and say, “Copy this and do it because I’m a fee-earner,” to being a cost and  having to justify every day, week, month, exactly why your salaries are slightly higher than some in the business and justify what value you’re adding. IT doesn’t answer your questions first or fix your laptop first, their priority is the people who bring in the money, not the people who cost the business. That shift to wanting to be one of the people who adds value to the company is a really different mind-set.


Francesca Yeomans: I’d gone from a much bigger organisation to a smaller organisation – and in my previous medical devices company you didn’t see where decisions occurred. Then I went into a smaller environment where every single day it was very emotional, very passionate, and there wasn’t always a clear way forward – you needed different skills, you were needed to take the heat out of a situation and help the directors step back and understand where we’d got to.

I’d expected more political manoeuvring and building support bases but it was throwing yourself into the melee and being a facilitator.

Sarah Livingston: I had to build a network – I knew insurance lawyers and outsourcing. I went from having a team of 10 in my old job to a team of two and I knew nobody. I didn’t know the right people to call, who was good, who was approachable, who was helpful.

Mark Sanderson: You train in private practice and you get a narrow specialisation. I wish I had been more open-minded about that [when I was more junior]. There were people around me who could have taught me that but I was focusing on being a specialist.

Tim Sai Louie: Yes, there was a steep learning curve when I moved in-house. I was a banking specialist [in private practice] but I started my learning over again because you get pigeonholed.

Keith Marriott: I moved from logistics to hospitality and entertainment. In most companies business people don’t cross from different sectors, so taking my logistical experience and some of the commercial acumen you need in that industry and sharing it in this new sector, got me a lot of allies for sure.

I prefer to think of lawyers in the business as influencers – they’re not senior managers in terms of running a P&L or whatever, but each of them has significant influence at board level.

Nilema Bhakta-Jones: I started off at the bar and then the government, then Simmons where I became a litigator, and where you have this enormous support system from PSLs to trainees. What you don’t have in-house is that investment in training and learning. Anyone moving in-house has to know their finance, budgeting. If you’re coming in-house, I’d say do some sort of MBA, whether it’s a mini MBA or a business course. That is one way of communicating with your business that you can work together, talking the same language without the legal speak.

How do you get to know the business? 

Sarah Livingston: I miss being the new girl because those are the times you can just ask the stupid questions – why DO we do it like that? You have that influence.

Clare Wardle: The great thing about being a lawyer is that you have a licence to ask the stupid questions, saying we’ve got a system over there that does that, a system here that does that – why do we have two? And because you’re not someone who should know the answer you can go asking the stupid questions.

Jeff Eneberi: One of the good skills is to learn to be a bit of an artist – when someone says we do it this way, you get them to draw it out – map how it goes from A to B and once you go through that process you often find that someone doesn’t understand how ‘this’  works – they think you’re doing X when ultimately their problem is Y.

Are your new colleagues your clients?

Keith Marriott: If you’re a highly regulated business you can’t do this, but we don’t have the internal client model – our client at NEC is, say, Nilema – I’m no different from an HR professional or sales. We’re part of that value chain. It helps the lawyers prioritise because if the chief executive – who would be the most important person if you have the internal client model – says he has some hair-brained scheme he wants to do and you’ve also got a customer’s contract on your desk and she wants it back tomorrow, that is what you prioritise because she is the most important.

Clare Wardle: We don’t have clients, we have business colleagues and all my lawyers sit in a business team. We don’t have this ‘I’m going to advise you but if you’re going to do something stupid it’s up to you’ thing.

Kenneth Underhill: I think it’s partly because we’re part of an American organisation, but we think of ourselves as part of the value chain – we do a survey of our colleagues every year and we aim to find what we can do better but we’re praised for adding value.

We work with a lot of unregulated entities and those other customers of ours have to understand the background about why. Our guys spend a lot of time educating the people who are out selling the insurance or putting the insurance in place, but also our customers – so we’re working as colleagues.

How do you align the legal function with the business as a whole? How do you embed the team within the organisation?

Nilema Bhakta-Jones: It’s about understanding the value chain. CEOs want you to add to the revenue line, so how do you prioritise the key issues? Is it simply those that are going to build revenue? The question of value has changed over time. Unless you understand the business strategy and its objectives, whether it’s global or regulatory and where the board wants to be, you can’t align yourself with them.

Kenneth Underhill: Working out how you do that is very difficult – the debate over whether we do time-costing or billing to show what people are doing, how many hours they’re putting in to show what you might be charged externally – you want to stay as far away from that because if you’re into that you’re in the wrong place.

You have to prove your value in very different ways. I’ve spent the past seven years putting people in countries where we didn’t have lawyers because I couldn’t spend time on the phone – I lived on aeroplanes for the first few years.

Jeff Eneberi: You can’t get from A to B without people and you can’t understand what they do if you sit in your ivory tower. I used to make it part of my job to wander around. I get up every half an hour regardless of what I’m doing. Now we have capes (sic) so everyone knows who the legal team are because we have so many new people coming in. You want people to come to you and ask questions.

Simon Levy: The operations people would much rather deal with me as an in-house lawyer than external counsel – they don’t want you to give pages of legal advice saying that the risks are this and this. They just want a yes or a no, and for obvious reasons you don’t get that from an external law firm.

How do you manage your team’s development in the context of the wider business? 

Jeff Eneberi: I have one-to-ones with everybody and within that I try to find out what excites them. I quite like the flat structure we have as it avoids certain fights, but by giving people what excites them it builds loyalty – we win awards internally and are voted the best team in JustEat.

Keith Marriott: It’s being open at interview and telling them – ‘I’m building churn into this team, I don’t expect you to be here in five or six years’ time but I will help you build your CV if you help me build this business’.

I’ve got to keep them interested and adequately paid and at some point they reach a point where I expect people will move on.

Kenneth Underhill: I’m fortunate because I can move people around jurisdictions. Everybody’s used the word development not training, and that’s key. If people are learning they are engaged.

Nilema Bhakta-Jones: I sit on the Exec team so we go off and look at the business plan for the year and I take from that my objectives for the team. They are aligned with the business and bonused against it and alongside that they have a personal development plan – sometimes it’s not a legal skill but a soft skill.

What sort of transformation have you effected?

Nilema Bhakta-Jones: I made simple changes to debt collection, terms and conditions, because that made a direct impact on revenue. I had to implement a demand suppression plan and created a service-level agreement (SLA). I said: we’re a scarce resource and we’re not getting to do the big value items that really matter and we want you to prioritise for us what you want us to work on. We created traffic lighted crib sheets for the business: red, you have to come to us; green, go for it.

This year we experimented with timesheets and everyone hated it. We said we’ll trial it, but we have to work something out that’s good for us – it was designed to create transparency and recharge to the business. We found decisions being made to use my team that were no way accountable to the business – when it started to cost them and they saw the recharge, they thought more carefully about how to use us and worked out that legal is an essential cost of the business.

Sarah Livingston: We have had to standardise some processes – we have a lawyer on call and an on-call rota, a legal telephone and email addresses. There was a complete promotion exercise that if you phoned the legal team you would get a friendly, smiley and professional response that you can rely on.

Clare Wardle: I go to the FD’s conference every time. A lot of it is interesting and I get to know the finance directors. I also go to the one-team board meeting and all the CEOs tip up. It’s a lot easier to get something done when it’s done by someone who knows you.

Kenneth Underhill: One of the first things I did was to take the team and spread them out. If you walk around our building, most of the senior lawyers have an office next to or one along from the person who is the head of the business. Once they’ve been there for six months, the phone is going. They build that relationship by being there and sitting with the business guys.

Keith Marriott: If someone’s producing a dashboard they’re worried about their value and they’re trying to demonstrate their value by producing metrics, but ultimately it is about people. I can say to the executive team: I can give you lots of metrics but if you sit there and say I’m not sure what he contributed in the past 12 months, bin me – it’s as simple as that.

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What advice would you give about communicating with your colleagues?

Kenneth Underhill: Send out a survey to your colleagues once a year. The questions are usually: are you satisfied, are you happy, are you ecstatic? You leave a section where there’s freehand comments.

Nilema Bhakta-Jones: Feedback is key to know whether you’re doing the right thing. One of the things we regularly ask for is tell us what we can do differently, mostly with the big projects and transformational change. A lot of legal counsel are brilliant at bringing people together – we are much more focused
on multifunctional groups that work together.

Jeff Eneberi: We have a wonderful phrase in our department: ‘owning the octopus’. The business has lots of arms and our job is to own them so one person is talking to another if there’s a lot of silo-working. They may be going in different directions but we get to see it – and we have to communicate on different levels.

Mark Sanderson: There is something about the group central function – you can be a facilitator.

Clare Wardle: You send them out into the business but you stay in touch – the transformation I effected was that the lawyers all talk to each other – it seems simple, but one of the things I’m talking to our guys about is not being influencers but being leaders in the business. They are senior people and their job is to lead projects to a successful conclusion and not to say I’m going to give you some advice.

Sarah Livingston: People on the whole don’t value the general counsel role. They value the person who’s in it and the advice they give. It’s the small influences, the fact that you bring all the skills. We all have similar job titles but very different roles – it’s who we are as people that makes the difference.

A third roundtable is coming up in the new year. Keep an eye on The Lawyer from January for more information