Creating a Curriculum for a 'School for GCs'

Shannon Green

Corporate Counsel

07-10-2012

After we posted a story about a fictitious School for General Counsel, “An Online General Counsel Imagines a School for GCs,” armchair in-house professors chimed in online with their curriculum suggestions. Members of the LinkedIn group for In The House, a web-based professional networking community for in-house counsel, rattled off about a dozen courses that should be required for anyone earning a GC diploma. We followed up with the ITH faculty to find out more about what general counsel need to learn.

Jeff Myers, associate general counsel of Lake Erie College of Osteopathic Medicine (LECOM), jokingly nominated himself as dean of the School for GCs. Myers already teaches a course on lean management, which he would recommend for any aspiring GCs. “In today’s world, professionals need to be more client-oriented,” says Myers. Although incorporating lean manufacturing concepts of eliminating waste and maximizing profit into law department management may seem like common sense, Myers says not enough chief legal officers do so.

He notes that law departments waste a lot of time by not being as efficient as they could be. “They need to perfect their information management and filing systems,” says Myers. In his real job, he makes sure he has forms on hand to address almost any situation his clients present to him—from employment issues to IP agreements. “Within three minutes, I can print out everything I need for any matter,” says Myers.

He never creates a document that doesn’t have the potential to be used more than once. And for a lot of simple matters, the associate GC gives clients fill-in-the-blank forms to gather the information he needs.

In the first semester of GC School, Myers would also offer a course suggested by another member of the forum, "Learn your Business: Become Part of the Revenue Stream." To go in-house, Myers says lawyers need to understand the business of the employer, the internal power structure, and how the company really makes its money.

Rounding out the general counsel curriculum, Myers would like to see courses in accounting, microeconomics, communication skills, and negotiation. And even though the GC school doesn’t exist, Myers says attorneys need to prepare for a job in-house by finding people or institutions that will get them up to speed on these topics.

Another potential in-house professor is Chadwick Busk, assistant general counsel at Meijer Inc. He’s been a member of the company’s law department since 1980 and has seen the role of general counsel become a lot more complex over the course of three decades.

“The model was different when I started,” according to Busk. Back then, he says, GCs typically advised their lawyers to wait for the business side to ask for help. In the last few years, Busk has seen that philosophy shift. The contemporary law department gets involved “sooner, rather than later” in order to prevent problems from happening at the company.

In the hypothetical school, Busk would suggest including two courses: How to Interact Effectively With Business Partners and a solid class in Business Writing. “A lot of young lawyers don’t know how to write well,” he says. In order to communicate effectively with their clients—most of whom don’t have legal training—Busk says in-house lawyers need to be able to get their point across on paper or via e-mail in plain, clear language.

The ITH thread inspired Peter Fontaine to blog about the fantasy school on his own website, oldbailey.com. Currently based in Phoenix, Fontaine has more than 25 years’ experience as an in-house lawyer and is currently the founder and managing partner of Old Bailey Advisors, a consulting firm providing services to in-house law departments. Aspiring GCs today have to be prepared to be strong business executives, says Fontaine.

“Often, lawyers are great at writing these memos that don’t really address the issues in a meaningful way,” says Fontaine. Their business colleagues and board members want concise information that’s delivered in a clear format.

Too often, Fontaine says in-house lawyers don’t come to the table with a firm opinion that demonstrates an understanding of both the legal issues and what is good for the health of the company. The client doesn’t want to read about a string of precedents and cases, he says. Instead, lawyers need to be able to say: “This is what I think you should do and here are the reasons why.”

Fontaine says in-house lawyers could develop that kind of responsibility in a GC School that taught leadership skills. Such a course might include instruction on developing vision, tactics, and character. “People who are leaders have to be someone others want to follow,” says Fontaine. To be a good general counsel, Fontaine thinks a lawyer needs to have a clear understanding of what’s in the best interest of the organization—and they need to know how to get the whole enterprise rowing in the same direction.

Anna Woodworth took to the ITH group to suggest a course called Small Business is Messy: How to Deal. Woodworth is GC at Six Hats LLC, a professional services group that focuses on startup and high-growth companies. With small businesses, Woodworth says the overall lack of structure can present challenges for the lawyers involved. Unlike more established companies, many of the small businesses Six Hats advises haven’t drafted their own internal policies and procedures. “In many cases, I’ve created their library” of key documents, she says.

While she enjoys working with entrepreneurs because they’re excited about their business, Woodworth say they sometimes have a tendency to shoot from the hip. “Businesspeople aren’t necessarily legal people,” she notes. “Often, decisions get made without thinking about the long-term consequences.” A big part of her job is being able to foresee those consequences and slow down client reaction times.

The GC concedes that she doesn’t always have a quick solution for every situation. When she can’t answer a question right away, Woodworth isn’t afraid to tell a client, “I don’t know—let me look into that.”

Like a university’s carefully constructed curriculum, the path to becoming an effective general counsel is a long process. And until there really is a School for GCs, in-house lawyers will have to settle for doing their homework every day as they’re getting on-the-job training.