Before darkness descended tonight, a giant red fireball had hung ominously within a white blanket of smoke. Ash and burnt debris whipped about in a rush of oven-hot air.
Reporting to you live from Huntington Beach, Calif., I’m in the middle of a firestorm as I write this month’s column. Wildfires rage all around me, burning up hundreds of thousands of acres from Malibu to San Diego. It’s downright apocalyptic.
Which got me thinking: As in-house lawyers we must constantly race to “put out fires,” contain them or prevent them altogether. Unlike lawyers in large departments (where each lawyer has a more limited role), a small-department lawyer’s role is as expansive as the company needs it to be. Whatever the crisis, we must slide down that pole and race to the scene when the alarm rings. We’re relied upon to be the company’s “firefighter” in the broadest sense.
But far from being simply reactive, we’re the early-warning system. Lawyers’ eyes have a knack for spotting “storm clouds” on the horizon, far better than our business colleagues. We can ferret out danger. We’ve been trained to do it. It’s our job. That’s why we have a heightened duty to proactively advise our clients of trouble long before they can detect it; pre-plan for foreseeable crises; and guide the company through them when they hit.
Once we spot the fires on the horizon, however, we need to convince management that there’s a legitimate issue that deserves attention. That’s not always easy. Many executives think lawyers simply “blow smoke” to justify their paycheck. And indeed, there is a delicate balance between serving as the counselor whose premonitions are taken seriously versus the lawyer who cried wolf. You want to advise of reasonably foreseeable risk, as well as the risk level and options at hand. You don’t want to run around shrieking, “The end is here!” every time you detect a wisp of “smoke.”
Unfortunately, some lawyers insist on being all “doom and gloom.” No deal is acceptable to them, because there’s always a glint of risk flashing in the sun. That kind of overly paranoid approach is the fast track to being labeled the “sales prevention department.”
Me? I’d prefer to build a reputation as the “disaster prevention department.” Risk will always be there. It’s our job as in-house counsel to make our business colleagues understand that fact. How you plan for risk and deal with it when it flares up makes all the difference to your company.
It’s hard to do. It takes time to build trust as an in-house attorney. Your advice has to be proven right, time and time again, until people realize they’d better heed your words, or else.
Once you’ve earned their trust, you have to enlist their help. One of the most vital talents of in-house lawyers in small legal departments is to diplomatically bring people together, nurture their individual talents and create a cohesive team effort and positive attitude.
Former New York City Mayor Giuliani did this brilliantly on September 11; he had prepared extensively for all manner of disaster scenarios and had heavily trained city personnel on them–so when the nightmare hit, he and his teams reacted quickly and decisively, from obtaining generators to carrying out evacuation plans.
It’s like the fires out here in California. Because residents know the dangers from past wildfires, the entire state seems to have reacted with remarkable speed and leadership. Despite the horrific destruction, several hundred thousand people have been evacuated with the harmony of a Swiss watch. Qualcomm stadium has been described as the “Ritz of emergency shelters”–serving Starbucks, pizza and even Red Bull.
As in-house counsel in small departments, we must realize that we are far more than lawyers. We are the early-warning system–the firefighter with our eyes on the horizon.
Michael Baroni is general counsel and secretary for BSH Home Appliances.