In house counsel, in house questions
May 31, 2012 6:59 AM   Subscribe

Fellow lawyers: If all goes well, I hope to be extended an offer to go in house at a bank, after 7 years at big firms. Is there anything I should know, or any advice you can give?

The in-house position would be a great opportunity, and I would almost certainly accept if given the offer. Is there anything I should know about going in house? Obviously, I'm at the end of the hiring process, and I've been interviewed by a dozen or so people already--so I do know a lot about the bank and how work gets done; how the lawyers interact with the bankers; what research resources are available; how the legal team works with each other and with outside counsel, etc.

I haven't yet asked about whether they support pro bono work, and some of the soft benefits (covering CLE, bar fees (and how many; I'm admitted in multiple jurisdictions))--the kind of stuff you would likely ask at the offer stage.

What might I be overlooking? What did you learn the hard way when you went in house? What should I ask before I accept?

Bonus question: I'm good at what I do and I work hard. But I'm a bit burned out from the law firm rat race, and a lot of what I'd be doing would be new to me. I feel totally scattered right now, and shaking up my practice is intimidating. I think the more predictable hours at a bank--time to recharge, time to exercise--will help get my mind on straight again, and I would take a little time off before starting. But I gots the jitters. Any advice on calming the nerves in these scenarios?
posted by 5845(f)(1)(D) to Work & Money (15 answers total) 11 users marked this as a favorite
I am not a lawyer, but I have been loaned from my current firm to work in-house at a bank as a professional consultant. Your earlier discussions may already have covered this, but just in case: don't assume that because you're working for a bank, you'll be working bankers hours. The hours will probably be better than BigLaw, but they still could be pretty cruddy.

Because I was getting billed by the hour, I worked precisely 8 hour days, but I saw lots of people discussing how late they'd been there the night before, how many hours they'd put in on a deal, and how the deal team was requiring everyone to work that weekend. So make sure you discuss scheduling expectations with everyone. And if they require some late nights/weekends but promise flex time, sure you find out if the flex time policies are real or just something they promise to get people in the door.
posted by pie ninja at 7:59 AM on May 31, 2012

Is there anything I should know about going in house?

I've been in-house. It's... different.

First of all, know that you've got several "clients," as it were. Legally, your client is the company. Practically, your "clients" are the various departments whom you serve. So for me, at an insurance company, my main "clients" were Marketing and Underwriting. Which was a bit awkward, because Marketing and Underwriting are inherently at odds with each other in insurance companies. Understanding those sorts of dynamics are going to be important. External counsel don't always have to deal with client internal politics, especially on the litigation side of things. In-house counsel is all about internal politics.

Second, know that your legal advice will, in all likelihood, be routinely ignored. Depends on the company, of course, but most internal clients will tend to view Legal as "Those guys that tell us we can't do what we want to do." One internal client in particular always hated us, because we kept telling them that the VP's pet project was blatantly illegal. Yeah, that went over well. I managed to shut my yap about it and ultimately jumped ship to my current firm job, but a former colleague eventually got himself fired for pissing off the Powers That Be with his somewhat inartful attempts to be diligent about compliance. You'd think that this would be about fiddly stuff like boilerplate terms in a contract, or problematic but arguably legal HR practices, but no: we're talking the central, regulated portion of the core business. I don't know what company you're going to work for, but every in-house counsel I've talked to has told me to memorize and repeat the following mantra: "I just give advice. Once I tell them to do the right thing, it's not my fault if they don't." So learn to love covering your ass.

The reasons for this can be varied. Sometimes, the internal client is just dumb as two bags of rocks. I had an executive ask me if we could modify our business-method patent on the fly, without refiling, as the company evolved. The mind boggles. But sometimes, the Powers That Be are aware of the problem, but they've decided that for whatever reason, the cost of compliance is greater than the cost of non-compliance. And you know what? They can be right. Either way, that's a business decision that's theirs to make, particularly when we're talking about arcane administrative regulations rather than anything malem in se. The legal way of doing things is not always the most efficient, and that's just a trade-off that businesses have to weigh. For example, one of the things I really wanted to get changed would have involved spending several million dollars overhauling the entire database. Not gonna happen.

Third, get used to having less control over your schedule. If you were in a big law firm, I know you were working long hours. But at most firms with which I'm familiar, there was a sense that hey, we're all professionals here, so as long as you got your work done, no one's going to be all that adamant about rigid attendance during business hours. My firm doesn't even have a formal vacation policy. Some of the partners show up at 5:00AM and leave at 1:00PM. Others show up at 8:30AM and leave at 7:00PM. At the larger firm down the block, people routinely don't show up until 9:00AM or 9:30AM, and I know a friend in New York who works at a firm where the partners routinely don't roll in until noon. They're all working like dogs, but they've got the freedom to be flexible about when that happens. You can kiss that goodbye. One of the reasons I left my last job is that despite the fact that I was a salaried, exempt employee, that boss rode my hours harder than previous bosses who paid me by the hour. That's probably a bit extreme, but you should probably get used to the idea that you are now subject to the whims of HR in ways that you probably weren't at the firm.

This is both a benefit and a cost. On one hand, your hours are a lot more predictable. The value of this really can't be underestimated, as it's really hard to have a life when your schedule is all over the place. On the other hand, the ability to duck out for an hour on a random Tuesday afternoon to go to the dentist or meet with your CPA is really nice. So it's a trade off. Understand the trade you're making, and you should be fine.

Fourth, and this one is kind of weird, while associates at firms are absolutely revenue centers, Legal Departments aren't. At the firm, the work you do is directly responsible for the profitability of the company. At the bank, you aren't a revenue center, you're support staff. This can involve a huge change in mindset. Firms cater to their attorneys, even their associates, to an extent, because we're the ones bringing in the money. Corporate employers don't. Not really. Not the same way. You're no longer a privileged class of employee. Being in Legal will give you a certain amount of clout, but Legal never really runs the show. So while the ability to say "I'm from Legal" can be a great way to get people to answer your emails, mentally reclassifying yourself as support staff can be counter-intuitive.

All of that being said... in-house positions, particularly at well-run companies, can be sweet, if you can get them. And it sounds like you can. True, I enjoy my current firm litigation position far more than I did my in-house position, but I know companies and firms where the situation would be completely different. Billing hours sucks, and you won't have to do that. Dealing with the public sucks, and you won't have to do that. Heck, bringing in clients can suck, and you won't have to do that either. A huge amount of pressure simply doesn't apply.

Short version: law school and law firms teach you to "think like a lawyer." Which is great. But in-house, you also need to "think like a businessman." That's totally doable, but it does take some doing.
posted by valkyryn at 8:00 AM on May 31, 2012 [12 favorites]

I am not sure what you mean by pro bono work, but I very much doubt that a company that's not a law firm will be able to approve of an employee having outside clients. I could be wrong, but I gather that it would be an issue with the malpractice carrier. I would think covering CLE and bar fees would be standard practice but by all means ask them ahead of time.
posted by moammargaret at 8:04 AM on May 31, 2012

I'm in-house at a large manufacturing company. I would echo pretty much everything that valkyryn wrote -- especially the part about needing to be business-minded. Your job will not necessarily be to write a 10-page memo which provides 10 different options. Your job is usually to provide the best advice you can in virtually real-time.

And, while valkyryn's point that "you aren't a revenue center, you're support staff" is absolutely true, I would even state it more strongly: Not only aren't you a revenue center, you're a revenue drain. Many of the things you deal with are problems that the business would prefer to do without. Your value proposition is much different: "I'm costing you less than you would pay if I wasn't here." That can take some getting used to.
posted by pardonyou? at 8:23 AM on May 31, 2012

After 8 years in big law firms I made the move in house just about a year ago (I'm an employment lawyer). I would echo much of what valkyryn and pardonyou? have said, although I will say that my experience has so far fallen more toward the "sweet" side of things that valkyryn says at the end of that post.

In my year, I've noted the following:
1) Transition from legal adviser to business adviser took some time. I routinely said "no" to a lot of stuff in my first few months. That of course didn't fly. Now my advice is always couched in terms of weighing risk--that legal risk of a certain circumstance is more or less risky than option B or not doing anything at all.

2) I think more on my feet, with general legal principles guiding my advice, rather than knowledge of specific law. I went from being admitted in 3 states (but mostly practicing in one) to now advising the corporation on employment issues in 38 states. I don't know the law in many of those states and circuits, but on low level issues I weigh risk on likely outcomes and provide advice accordingly. If something is more high level, then I have to weigh the risk of providing my own advice vs. calling outside counsel, which obviously comes with its own expense.

3) My schedule is not my own, but in a way different from how valkyryn described it. True, I'm expected to be here during business hours (and those are skewed early since we're a west coast HQ with a substantial number of business units on the east coast), but in my firm I was also expected to arrive by 9 am every day. The difference is that in my firm life I had few calendar appointments and while issues would come up whenever the phone rang, I really was unscheduled except for when I had hearing, witness interviews, or trials. Now, my life is run by my calendar, which is not entirely my own. I may leave home in the morning with one appointment on my calendar, and by the time I arrive I may have upwards of 8 appts on the calendar. I've now taking to blocking time on my own calendar to get actual work done, and even that isn't sacrosanct. One day last week I ended up with 9 consecutive 30 minute meetings, half in my office, half in others', none of which had been set up by myself. That sounds crazy, and it is, but I don't mind it much personally and it so beats billable hours.

4) Notwithstanding the fact that my days during business hours are crazy, whatever work I have that isn't done at the end of the day can almost always wait until tomorrow. I have so many things going on at once that triage is a part of the job, and simply expected. That means that while I'm here later than the non-exempt employees who leave at 5 on the dot, I'm usually out by 6. I've essentially swapped what I call the 80% rule. Before, I failed to make it home for my kids' bedtime at seven 80% of the time on workdays. Now I'm home 80% of the time, and the 20% I miss are usually for nonprofit board meetings or going out with friends, but those activities are my own choice.

I hope that's helpful. Good luck with the position. Regardless of what it ends up being, it's a great professional development opportunity. I think it would be beneficial to all firm lawyers to serve in house for a stint to better understand how their clients function.
posted by saladpants at 9:26 AM on May 31, 2012 [1 favorite]

I haven't yet asked about whether they support pro bono work

Oh, about that: it's unlikely, at least not in the way that attorneys in private practice do pro bono work. You'll probably be unable to take on your own clients in any capacity that goes beyond helping grandma with her will or something. Why? Because the corporation's malpractice insurance premium is predicated on you only doing work for the corporation. That being the only malpractice insurance you're likely to have... this is problematic.
posted by valkyryn at 10:02 AM on May 31, 2012

To expand on saladpants' first point, our in-house counsel has a phrase that he repeats so often, I feel like it should be cross-stitched on a pillow: "I am not here to tell you 'no', I am here to advise you. Tell me what you want to do, why you want to do it, and I can work with you to help you find the best way to accomplish that." I often go into his office with one proposal on how to fix something, and leave with a totally different solution that doesn't violate federal antitrust regulations.
posted by gagoumot at 10:15 AM on May 31, 2012 [2 favorites]

Yeah ... everything above in spades.

some additional things ... you may loose or have curtailed your legal privilege ... you should check with your state bar about in-house privilege.

You should at least consider joining the ACC (Association of corporate counsel) ... their monthly rag is worth the fees.

consider taking a back up of (some of) your firms (more useful) precedents, if you can. It is likely that your new employer won't have precedents worth a damn, or a decent index.

Smile ... and have a jar of cookies in your office. Seriously. You want the business to include you early on, before their new project goes south and they need you to dig them out yesterday. The best way to be included early to be friendly and approachable, and encourage them to pop in, take a cookie, and chat about the stuff they are working on generally ... at which point you can be helpful and suggest that something might need your early look-over to avoid future issues.

And, don't forget the cookies!
posted by jannw at 11:45 AM on May 31, 2012

And keep the cookies visible and near the open door (with a "take one" post it note) ... they act like bait!
posted by jannw at 11:46 AM on May 31, 2012

In-house for six years, for a property management place.

Echoing what everyone else has said. I'd say the hardest point to really get a hold of is the law-business balance -- people will be working much more fast and loose with a situation than you as a lawyer would like. Just give them the advice, and then leave it to them to make the business decision.

Other than that, it's all a pretty sweet deal. The hours are civilized. Occasional weekend appearances, sometimes staying until six, but overall -- it's a soft nine to five.

I have one guy to keep happy. It makes life very simple. No real billables to worry about, just the work. And law with no clients is a beautiful thing.

If there is a detraction, it's the isolation. I really only get out of my office a couple times a year, for CPD stuff. Your contact with the outside on a meaningful basis will be pretty rare. And inside the company, you are of the company, but not really one of them, either. And dealing only with the same set of problems is nice for a while, but your brain gets a bit lazy after a while. It's a challenge to keep active when you're facing the same old problems. (But perhaps this is true of any law job.)

But overall -- highly recommended, even with the lower pay. It's a much healthier situation.
posted by Capt. Renault at 11:51 AM on May 31, 2012

Oh, and about the pro bono -- I would be surprised if your professional insurance structure would allow it, and it may not be the best idea to do pro bono as such, given that your services are not yours to give.

That said, not-really-direct pro bono work is easy to find, and probably encouraged -- I do a lot of volunteer board work, which isn't supplying legal advice or services as such, but using the same skill sets without getting into murky insurance waters.
posted by Capt. Renault at 11:58 AM on May 31, 2012

you may loose or have curtailed your legal privilege

Oh, gosh yes. Privilege is completely different. At the firm, you can talk to just about anyone you like as long as there isn't some sort of Chinese wall in place. In the corporation, anything you say is almost certain to be repeated to someone who isn't an attorney, so you may need to assume that privilege just doesn't attach a lot of the time. You won't be subject to a subpoena, but other employees can. Need to know is a pretty good rule of thumb, I found. Getting other employees to recognize that is a huge hassle.
posted by valkyryn at 3:57 PM on May 31, 2012

Response by poster: All very interesting things to keep in mind; thanks. At the firm, I do deals, so I know nothing about privilege! I'll have to bone up (though I still don't expect to be involved in anything in preparation for litigation).

Lots to learn! I had no idea in house lawyers don't do pro bono legal work. And it will be really weird to be on a schedule again--I have always been a good biller, and I really don't pay attention to when I come in. But I'll gladly be at work at 9 if I know I can leave by 6!
posted by 5845(f)(1)(D) at 9:29 AM on June 1, 2012

I work for a consulting firm, and I would echo what everybody is saying.

My most common are getting ignored (or my internal clients trying to twist a situation around to make it seem like what they're proposing isn't illegal as hell) and not being a revenue driver (though in slightly a different way, as I'm looked at as a valuable asset IN THE ABSTRACT )ooh we have a shiny lawyer with XYZ qualification that will make sure you're all good) and as long as I'm approving ideas and plans...UNTIL I become the dreaded naysayer. I am like a tax, because I hinder plans to do all sorts of illegal stuff (same industry as valkryn).

"Run it by legal" is not something people like to hear.
posted by Pax at 9:52 AM on June 1, 2012

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