Tips for Navigating In-house Secondments as Outside Counsel

I recently finished a several month stint in-house helping out a client during one of their lawyers’ maternity leave. The experience was wonderful. Having been in-house for several years before, I was surprised, however, at how much more I learned this go-round. The below points underscore the difficulty in navigating company dynamics for the uninitiated outside counsel. If observed, these pointers might save you and your client a lot of time and produce better overall results.

1. Watch out for Parent-Splitting

As parents know, kids will ask the second parent for something after the first parent has already said no. The second parent might innocently agree, producing frustration when the first parent walks in on the child gnawing on a torso-sized hunk of chocolate. The legal equivalent of parent-splitting happened several times during my secondment: an internal business partner would ask for my approval on a new business process without telling me that the previous attorney’s answer had been a flat “hell no”. I would dutifully research the question and present risks to the stakeholder, only to find out later (thankfully) that my answer matched the previous attorney’s.

A better course of action would have been asking the other members of the legal and compliance group whether anyone had fielded a similar request before. Ask your general counsel or department head whether anyone has done the work before, and if so, where you can find it. Moreover, consider the possibility that someone besides a lawyer or paralegal has performed the work, like compliance, accounting, or even that person 3 offices down from you whose job you don’t fully understand (but you should!).

2. Improve Internal Processes

Outside counsel on secondment naturally bring a fresh perspective to the business. Therefore, they can add value by seeing issues that permanent employees might have accepted or overlooked. While improving internal processes is not strictly legal work, it may end up being just as valuable to the client. Insisting that every meeting have an agenda, bringing in productivity tools like Boomerang or Trello, and making sure each recurring meeting started with addressing the previous meeting’s action items are all improvements that my clients have found useful.

3. Follow Up on Implementation

Outside counsel often do not see the end result of their advice. The client signs the contract, the seller ships the goods, the independent contractor comes in, and all the lawyer sees is a document for their file. Similarly, business stakeholders, as is their right, may hear your advice and continue on as if you never spoke- after all, you’re only at the company for a few months and they know their business better than you do.

So, make a habit of following up with your internal clients! Did that contractor ever start? Does the new website reflect your changes? Has marketing stopped doing that thing they definitely should not have been doing? You don’t know unless you follow up.

4. Plan for Post-Exit Continuity

Let’s assume you’ve done all your secondment work beautifully. The time comes to wrap things up, the attorney comes back from leave and you debrief him or her on all your great work. Time for happy hour, right?

You may have forgotten to set up a process to continue your improvements after you leave. For example, as part of CCPA compliance, I helped implement a screen for privacy issues in incoming contracts, but that process was merely an understanding between me and the contract manager. I barely remembered to communicate this process to the returning attorney. Another example: there was some turnover in other departments while the attorney was gone and the business process owner for security had changed. I had developed a new relationship with the security folks; had I not set a meeting between the new security manager and the returning attorney, that process may have been lost.

To make sure your work isn’t lost, map your crucial business relationships and pass them on to the returning attorney. Make a list of all the new processes you implemented, or how you changed existing processes, and put a hard copy on the returning attorney’s desk.

Personally, I loved the regularity of secondment work combined with the challenge of quickly learning how to operate within a new business. Learning the lessons above has improved my relationships with other clients by illuminating what it means to go the extra mile to service the business.

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Is your in-house counsel going on extended leave? We’re happy to help! Email me at Codevilla@skandslegal.com to set up coverage for any length of time.