Everyone likes to know the answer to questions that come their way at work, none more so than in-house lawyers. Lawyers take special pride in being able to respond to practically any question, on any topic, at any time. They can do this because they are, typically, very smart, well-read, and at ease with murky situations. However, occasionally, and usually at the worst possible moment, someone in the business will ask an in-house lawyer a question and they will have no idea how to answer it. This happened to me on more than one occasion and it was incredibly frustrating for me and whoever was asking the question – usually the CEO or a board member. Why were they frustrated? Well, because like most people on the business side they believe two things that make your job as in-house counsel even harder: 1) all lawyers know everything about all areas of the law regardless of their background or specialty, and 2) that there is a “Big Book of Law” we keep on a shelf that has all the answers to every legal question and all we lawyers have to do is take it down and find the right page. Yeah, right…. So, what do you do when you get a question you don’t know the answer to (especially when they are looking right at you across the table)? This edition of “Ten Things” set out some strategies to help you navigate this tricky situation:
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Ten Things: Creating a “Not-to-Do” List (Learning How to Say No)
Hello again everyone! I am very excited to report to you that my next book (number six) is in the hands of the publisher and should be out by this summer.[1] The working title is The Productive In-House Lawyer: Tips, Hacks, and the Art of Getting Things Done. I think you are going to really enjoy reading this one, especially if you find yourself pressed for time to do all the things you need to do on your to-do list. Which basically means anyone reading this. The book is jammed to the rafters with different ways to squeeze more time out of your day with the goal of getting more done (and more important things done) in the time you have vs. working more. While I am not going to go into too much more detail here (I do want you to actually buy it when it’s available), there is one section of the book I keep coming back to in my head. What section is that you ask? Well, thank you for asking! It is the section on how to say “no.” In particular, how to create a “Not-to-Do” list, i.e., a set of principles that guide how you will spend your time by setting out the things you will not spend time on (or spend significant time on). I certainly cannot take any credit for the idea of a “Not-to-Do” list. The concept has been around forever, and history is full of people wildly succeeding at not doing things, such as Emperor Nero standing by while Rome burned, my law school roommate, the Kardashian family, Congress… okay, enough of that. But you get my point, and that is the blindingly obvious fact that one path to getting more done is to reduce the number of things you are doing (Hey, I never said this was rocket science). One way to do that effectively as an in-house lawyer is to create a list of things you will not do – a “Not-to-Do” list. Alas, yet another thing law school, law firm, etc. never teaches you how to do (though it is such a fantastic tool). So, let’s fix that problem. This edition of Ten Things walks you through how to create a Not-to-Do list (and how to use it):
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Ten Things: Essential Issues for In-House Counsel (2024 Edition)
Hello again everyone and welcome to 2024! If you are a long-time reader of the blog, you know that I start the new year with a list of issues I believe in-house lawyers should pay attention to over the coming 12 months. I started doing this when I first became a general counsel way back when and something I kept doing throughout my in-house career. I still do it now as CEO of the Hilgers Graben law firm. To sum it up, I spend time thinking about developments, trends, and issues that may have a material impact on the legal department/business over the course of the new year. How did/do I do this? Here are the basics:
- It starts with simply gathering information. As general counsel, that meant (over the last few months of the year) speaking with other in-house lawyers and outside counsel, reading newspapers, blogs, industry reports, attending conferences, sitting in on meetings within the business, asking business leaders at the company, asking my team what they were seeing, and just generally paying attention to what was going on around me. Information is gold to in-house lawyers, the currency of the realm. Be greedy and gather up as much as you can.
- Once I spotted a potential issue, I looked at it from multiple angles and asked this question: How might this affect the company and the legal department? Answering this question meant I had to understand the company’s goals and strategy so I could spot and manage risks and I had to be a strategic thinker, looking beyond just the legal issues that might be at stake. One thing that has helped me over the years in terms of looking at issues from multiple angles is the “Phoenix Questions” (discussed in more detail below).
- From there, I made a list of the most critical issues I spotted and worked them into the goals and activities of the legal department for the upcoming year. To assist me with this process, I created multiple checklists to help quickly analyze the potential risks and strategic implications of the items on my list. Here is a version of one checklist, and it’s a helpful filter when you look at things coming across your desk day in and day out:
- Is this something that can create or destroy value for the company?
- How does this fit into my company’s strategic goals?
- What is the quantitative/qualitative impact of this?
- Could this be a game-changer and how so?
- Is this something a regulator might care about or lead to litigation?
- Who is impacted by this – company, competitors, vendors, customers – and how so?
- What happens if I apply game theory to this?
- Who needs to know about this in the department/company?
- How can we create a competitive advantage from this?
- Have others had problems or success with this before and what are the lessons already learned?
How you answer these questions tells you a lot about the issue you are analyzing and whether it matters or not. You do not need a checklist, but it’s a tool that can help you quickly sort through a lot of information. You could also use an Eisenhower Matrix (2×2) to plot issues, focusing on the ones you put in the upper right quadrant (and understand that you may move items around over the course of the year). Regardless of what you use, It’s really all about finding a consistent framework to use to consider and think about whatever is in front of you. So, there you go. Enough theory, it’s time to get on with another year of Ten Things You Need to Know as In-House Counsel and my list of critical issues in-house lawyers should pay attention to and plan against for 2024:
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Ten Things: Best Blogs (and Other Media) for In-House Lawyers (2023 Edition)
Hello everyone and season’s greetings from the penthouse of the “Ten Things” world headquarters in Dallas, Texas![1] I will start this post by wishing everyone a fantastic holiday season and all the best for 2024. As most of you know, 2024 is year 10 of the “Ten Things” blog and it is also the year the long-awaited(?) productivity book comes out. I am in the final stages of submitting everything to the ABA. More news on that as things progress. And if you are looking for some fun in January, please join me and a host of others who will be presenting at Laura Frederick’s (of How to Contract fame) ContractsCon 2024! I will be there discussing indemnity clauses but the agenda is jam-packed with far worthier speakers and topics. So, I hope to see you in person in Las Vegas in January!
But, on with the business at hand. Like every year, I end 2023 with a blog featuring all the other people you should be reading (or listening to) as part of your day-to-day in-house life. For me, the hard part is choosing just a few to highlight. There are so many great content generators out there fighting for your (and my) attention. Unfortunately, I cannot list everyone (and I rarely repeat listing anyone I have listed in the past, i.e., I just assume you know they are still worth your time – they are!). [2] And, if you are interested in past winners, you can start by reading last year’s edition of “Best Blogs (and Other Media) for In-House Lawyers.” Instead, I try to list some new voices for you to check out. And, same as always, there is no particular order to my list (literally I am just typing as I find things in my Post-it notes, faulty memory, and Google Keep folders). Okay, where was I…? Right, enough yakking, let’s get on with the 2023 edition of Best Blogs and Other Media for In-House Counsel!
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Ten Things: Creating Standard Operating Procedures for the Legal Department (Just a Fancy Way of Saying “Checklists”)
If you have been a long-time reader of the blog or my books, you know that I am a huge fan of checklists. There is perhaps no tool as humble and simple as a good old-fashioned checklist. There is also nothing more powerful than a checklist, especially when it comes to productivity for in-house lawyers. Early in my in-house career, I had a friend and mentor who told me we needed to create some new standard operating procedures for the legal department. I got very excited as this sounded like a cool, exotic assignment. And it was about time my talents were utilized for just such a task. Then he pulled out a one-page document with a list of tasks and tick-boxes next to each one. I was kind of puzzled and said, “This is just a f*&%$# checklist.” He paused for a moment and then smacked me upside the head, “Say that with respect newbie. A good checklist can save your ass someday!” Okay, that’s not all 100% accurate. He did not call me “newbie” – it was something much, much worse. But, seeking to avoid further disorienting blows to the cranium, I became a fast convert to the power and beauty of a good checklist … ummm, standard operating procedures. Over the years, I created hundreds of checklists for myself, for my team, and for others. I still use them literally every day.[1] Like many things with the practice of law in-house, no one teaches you why a checklist matters or, more importantly, how to create one. You’re just expected to know how. I realized that while I write about them a lot, I have been remiss in not explaining the “why” and the “how” of checklist magic. This edition of “Ten Things” corrects this state of affairs and we will get elbow-deep into the slimy, bloody guts of creating a good one:
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Ten Things: Marketing Law Basics for In-House Counsel
Recently, a client asked me to review some advertising copy, something I had not done for several years. It got me thinking about how much I always liked working with the marketing team when I was an in-house lawyer. They are the “cool kids” at most companies; fun, sophisticated, and always handing out the best snacks. And, they have lots of good swag to give away too. More importantly, they bring a shit load of legal issues to the table which, depending on your point of view, can be a positive or a negative. I tend to be a glass-half-full guy so I took all the crazy the marketing team could deliver as an opportunity to hone my skills (and maybe nab a free t-shirt, coffee mug, or Travelocity Gnome). And, since I knew nothing about marketing or advertising law when I started in-house, it was a chance to learn something new – which is always a positive in my book. After a rough start, I came to appreciate that “marketing law” covers a lot of ground, touching a host of legal issues. Because of that, all in-house lawyers should have a basic understanding of the different facets (and how the legal department can best help the business navigate the problem areas). Not sure what I am talking about? Well, read on! This edition of “Ten Things” discusses what in-house lawyers need to know about marketing law:
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Ten Things: ChatGPT and Generative AI (What In-House Counsel Need to Know)
Hello again everyone. I suspect a number of you out there have been wondering when I was going to get around to today’s topic. Hell, even I was wondering about it. Back in January, I identified ChatGPT as one of my top ten things for in-house lawyers to pay attention to in 2023, but I must admit that I am shocked at how quickly it has overwhelmed the debate about legal tech. To be honest, I was hoping for a moment when the pace of “new” ChatGPT information would slow down. It hasn’t. And likely won’t. But I think it’s important enough of a topic to at least try to take a snapshot of where things stand today for in-house lawyers when it comes to ChatGPT (or more generically, generative AI). Back when I was general counsel, I would have grabbed a few folks on my team and said, “Let’s jump into a conference room and whiteboard ten things we need to know about ChatGPT.”[1] As I have been thinking about and using ChatGPT, I realize we may need two whiteboards – there is a lot to cover! What I have done is read a lot about it and I have tried it out a number of times with many different asks. All to put myself back in the chair of an in-house lawyer and cut through the clutter to make sense of just what this tool is and what can it do to help me and the legal department. So, get your dry markers out, grab a big mug of coffee, and join me in the conference room as this edition of “Ten Things” tries to set out what in-house lawyers need to know about ChatGPT (and be sure to click through the links and check the footnotes for – a lot of – extra information):
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Ten Things: How In-House Lawyers Can Survive and Thrive in Times of Uncertainty and Change
I do a lot of speaking with and presenting to in-house lawyers and legal departments. It’s something I really enjoy doing because I get to share my “wisdom” with everyone (which is just a fancy word for “oldness”). By this I mean I have been around a while and have spent most of my working years as an in-house lawyer. And, like anyone who has completed the solar elliptical as many times as I have, I’ve dealt with a lot of different things as an in-house lawyer – some good, some bad, and some still defying categorization years later. On the bad side of the continuum, I was there for the first internet tech bubble (and the second), along with the mortgage meltdown crisis. I was in the travel business right after 9-11. I have been through natural disasters, multiple layoffs, budget cuts, reorganizations, mergers, acquisitions, sales, going private, going public, and all the rest of it. I oversaw bet the company litigation, where literally the livelihoods of 10,000+ employees depended on my team not losing a piece of litigation. And most terrifying, I had a front-row seat for the incredibly shitty ending to Game of Thrones. That is a season of television I can never get back. Damn you, HBO. Damn you to hell! Sorry, I got off on a rant there. Allow me to (cough) refocus.
So, here we are again. Things feel shaky with the economy and there is a good bit of unease out there in the business world and, therefore, in the in-house legal departments that serve those businesses. I wrote about some of it last month in my post on things to watch out for in 2023. But even more so, over the past few months, I have been consistently asked to talk about/present on how in-house lawyers can succeed in an environment of change and uncertainty. So much so that a couple of nights ago (as I was NOT watching HBO), I started putting some real thought into the question and realized that I have a lot to say about it (shock!). So, this edition of “Ten Things” will discuss some of the things in-house lawyers (and legal departments) can do to survive and thrive in times of change and uncertainty:[1]
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Ten Things: The Art of Delivering Bad News
Most days being an in-house lawyer is a pretty good gig. It has certainly gotten more demanding over the last ten years or so, but there have been corresponding gains in both compensation and prestige. Those do not always offset the increase in expectations, but they are pretty nice! When things are good and the relationship with the business is productive, your days are busy but manageable. And when you get to deliver good news to the business, things can really take a positive turn. Everyone likes to give and get good news. Unfortunately, unless you work in a very magical, wonderful place, not all the news in-house counsel must deliver is good. While hopefully infrequent, there comes a time when all in-house counsel must deliver bad news. And, depending on the content and context, this can be both a painful and scary proposition. Believe it or not, there is an art to delivering bad news. For some, it’s instinctive. For others (yours truly included) it must be learned. This edition of “Ten Things” will walk you through the art of delivering bad news:
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Ten Things: In-House Lawyers and Imposter Syndrome
A while back, I wrote about how in-house lawyers can reduce stress in an otherwise pretty stressful job. I picked the topic because it was an issue that had come up several times when speaking with in-house lawyers. I am going to continue that trend and take up another topic that comes up frequently. The topic is “imposter syndrome.” I can imagine that a lot of you reading this instantly took note and said, “I know exactly what he means!” Others may be thinking that I am going to discuss all those cool fake masks in the Mission: Impossible movies. Regardless of which side of the line you fall, it is an important topic and one worth discussing because, as you will see, almost everyone deals with it at some point in their career. I certainly did. The important thing, in my opinion, is recognizing what’s going on when it hits and knowing how to escape its clutches. This edition of “Ten Things” does just that, i.e., what is it and how do you move past it:
Ten Things You Need to Know as In-House Counsel® 