The Four Pillars

In order to build some order out of the astounding variety and multitude of issues that visit our law department each day, I have created a framework for categorizing our primary duties. I caution that this framework is not the only way to categorize a law department’s responsibilities, but it helps me to prioritize our duties and to communicate our annual goals to management.

The first pillar of our in-house practice is to Drive Revenue. I like this pillar because it surprises colleagues who only think of law as a cost center. But driving revenue is ultimately our primary duty. The law department exists as a handmaiden to the business and not the other way around. Without the revenue-generating deals, none of us will have jobs. It is imperative that the law department act creatively in concert with business colleagues to develop user-friendly approaches to getting deals done.

I view this pillar expansively, including in it all customer drafting and negotiation efforts, working with partners and channels of distribution, assisting marketing with its campaigns, press releases and other communications, and also the care and management of revenue-generating intellectual property.

I know that in some companies, intellectual property management could be a pillar unto itself, but in my current context, this area of the practice fits well in the Drive Revenue category.

The second pillar is to Manage Risk/Compliance. In this pillar I include all of the “external” ethical standards, legal and regulatory requirements and social mores that are associated with being a responsible business partner in our modern society. Obviously, managing risk is inherently associated with the activities of Driving Revenue, but beyond that, this pillar encompasses analyzing and monitoring publicly disclosed risks, reviewing insurance coverage, assisting with labor and employment concerns, working with regulators and optimizing legal practices in key regulated areas. These key regulated areas will differ by industry. Data privacy will top the list for technology companies, while a food processor will be more concerned with FDA mandates. In any case, this pillar is all about preserving the integrity of the company so as to allow it to focus on the mission of pillar number one.

The third pillar is Corporate Governance. This pillar includes the various ’33 and ’34 Act filings, the care and feeding of the Board, the appropriate management of stockholders, attending to the legal aspects of corporate finances, and observing the formalities of corporate structure. The size and shape of this pillar will depend on whether a company is public or private, closely held, a partnership, a family business, or a sole proprietorship, but in all cases, some aspect of how the company is run is part of the General Counsel’s purview.

Last, but certainly not least (although all too often it is neglected in favor of seemingly more urgent concerns) is the pillar of Law Department Operations. This pillar comprises budgeting and managing outside counsel, optimizing legal communications with clients (e.g. training, newsletters, websites), creating knowledge management systems, attraction and retention of quality employees, providing suitable training and career development opportunities for team members, promoting pro bono activities, and generally making the law department a pleasant place to work.

These pillars aren’t the only way to frame the duties of a law department, but it works for me, and because this structure will be referenced in future postings, I wanted to explain this perspective.