It’s fair to say the research for this year’s GC Powerlist UK, where we once again shook up the format of our flagship annual in-house publication, met some initial resistance. Now in its eighth year, the 2020 edition sought to highlight general counsel (GCs) and legal teams making a major contribution to positive change or transformation, either at an industry or sector level: hence this year’s title, The Change Agenda.
And after months of research and more than 100 interviews, that early cynicism looks excessive. Hoary claims that change will only happen in law when clients demand it and that UK legal chiefs have achieved greater internal clout have moved from platitude to substance, even if such progressive attitudes remain, like the future, unevenly distributed. And the 50 case studies amassed in this year’s Powerlist give a good indication of where that future of the in-house profession is currently amassing.
These range from industry-wide initiatives, such as collaborative (yes, really) efforts to tackle mental health and wellbeing, and address law’s woeful record on diversity and social mobility, to GCs helping guide their companies through dramatic upheavals in business models. Others have overhauled governance and approaches to ethics, particularly in the rising number of GCs now assuming sustainability briefs, while some have influenced policy and legal standards for all of society.
While it’s true the biggest and most influential buyers of legal services, such as Barclays and Shell, remain some of the most innovative and are at the forefront of much change, many profiled come from much smaller companies with tighter resources. What is common among all those driving change is that they are doing so over and above the day job, going that one step further to show creativity and leadership.
Unlike previous Powerlist editions, which celebrated the top individual UK GCs or best in-house teams, the 2020 report celebrates those specifically driving change and fresh thinking. This is clearly not an exact science and the case studies are by no means an exhaustive list – there were more than 150 nominations – and so inevitably some will have escaped our notice. But on the back of months of research across the Legal Business team, in particular from my colleagues Anna Cole-Bailey and Muna Abdi, we’re confident this list provides a credible cross-section of the GCs with progressive agendas.
Thankfully, there’s some cause for optimism following a decade in which, despite copious hype about professional innovation, not much changed for the legal industry. In-house counsel do have broader remits and power within their organisations, but with that comes increased responsibility to deliver change. Or, as Vodafone’s Rosemary Martin recently pondered as a topic for this year’s Enterprise GC conference: ‘What do you want to be famous for?’
Hamish McNicol is corporate counsel editor for Legal Business and The In-House Lawyer.
hamish.mcnicol@legalease.co.uk
OVERVIEW
‘When you’ve got your mouth wrapped around the firehose, it becomes really hard to step back and design better ways of doing things,’ comments Checkout.com general counsel (GC) and chief operating officer Joshua Kaplan. ‘But there are times when you just have to force it to happen.’
A slightly mangled metaphor, but time-pressed GCs get the point. This encapsulates the approach an increasing – but still select – group of GCs are taking. The GC as a force for change is a widely discussed but rarely dissected topic: the legal industry waxes lyrical about its desire to do things differently in areas such as diversity and inclusion, mental health, billing and alternative ways of delivering legal services, but the progress of such initiatives are often difficult to track.
The imperative regularly falls at the GC’s door, with law firms often arguing they will only meaningfully change when their clients allow – or force – it to happen. Equally, however, GCs regularly bemoan a lack of substantive innovation and appetite to change among their external legal advisers.
Despite the impasse, change is gathering momentum and some GCs are driving it. Legal Business spoke to more than 70 senior lawyers in private practice, as well as in-house consultants, to gather nominations for more than 150 GCs for the 2020 GC Powerlist: The Change Agenda. This year’s new approach in turn highlights 50 case studies of individual in-house counsel, GCs and legal teams that have driven change or fresh thinking. These come in the shape of major contributions to positive change either at an industry or sector level, or through championing unusual approaches – spanning dramatic changes in industry and technology to wrestling with challenges in society wrought by cultural or technological upheaval. Five themes emerged that make up the sections in this year’s Powerlist: leadership and development; ethics and governance; operations and procurement; societal change and the big picture; and industry change.
What also became clear was that those driving change were having to do so over and above the day job. Those GCs and teams forcing the issue are having to make concerted efforts for change to occur, wrestling with common issues of communication, culture, scale and required investment as major hurdles to change. Many are also looking to additional skillsets, particularly in finance, project and change management, as well as tech and digital savviness, to overcome those issues. As Rolls-Royce GC Mark Gregory comments: ‘It’s a cliché – because it’s also true – that culture eats strategy for breakfast. You can have the best-laid plans, with the best project charters and comms plans, but if you don’t bring the right people with you, then you’re going to fail.’
Adds Shell legal director Donny Ching: ‘The biggest stumbling block is the fear of the unknown because people understand the need to change but they worry about what happens after the change. If you can, then give people clarity on why change is needed, what is needed to change, how things are going to change and what the goal is. That is one of my biggest learnings – you have to engage and communicate.’
Silver linings playbook
GCs are proving most effective in driving change in the area of Ethics and governance. For some, this is the result of prior poor performance or lax approaches that have required them to step in to tighten things up. But, for an increasing group, it has seen GCs take on roles adjacent to law, particularly in the area of corporate social responsibility and sustainability.
Take Associated British Food (ABF) director of legal services and company secretary Paul Lister. Lister leads ABF’s corporate responsibility arm and Primark’s 120-strong ethical trade team, and has done so since the company first audited its supply chain 15 years ago. It now conducts about 3,500 annual audits, with the company facing regular public scrutiny. Similarly, Carol Hui at Heathrow Airport Holdings and Andrea Harris at WPP also lead their respective companies’ sustainability functions, although both have picked up the mantle much more recently.
Lister says giving people a sense of shared ownership is key to implementing change: ‘Lawyers can be slow accepters of change given the profession’s tradition and training, but once galvanised often have the focus and skills to help drive that change. Taking people with you is fundamental – stakeholder mapping and a communications plan are key ingredients for wider business change.’
Operations and procurement is an area that has become prone to hype and confusion regarding its effectiveness. But a handful of individuals are regularly – and widely – cited as being genuine market leaders in this area: Mo Ajaz at National Grid, for instance, as well as Pearson’s Bjarne Tellmann. Furthermore, a collection of interesting case studies is emerging. Shell’s Vincent Cordo was a former pricing analyst at a number of global law firms before introducing initiatives such as an appropriate fee arrangement that ties in with oil price fluctuations – such that discounts are received by Shell and earned back by firms when the oil price goes below or above certain thresholds. Shell has also introduced a visual element to contracts which, for example, use images of a barge or a ship when explaining delivery of marine lubricants, to illustrate terms in a contract.
The use of managed legal services and outsourcing of in-house teams was also cited in the research for this report, with DXC Technology’s global UnitedLex deal and BT’s high-profile mandate with DWF, which saw 42 lawyers transfer between the two, profiled in the 2020 Powerlist. BT technology GC, Chris Fowler, says introducing change when there is not a burning platform is one of the major hurdles the team faced: ‘It’s a little like construction work. Everyone is up for it as long as it doesn’t impact them. The culture has to be right, as otherwise resisters to change will be able to just sit back and the early adopters can end up wondering why they bothered – especially if they are worse off for resource or perceived importance as a result.’
The Societal change and the big picture section highlights those GCs and teams that most clearly went beyond the day job and the immediate needs of their own business to drive change. This includes the architect behind the high-profile Mindful Business Charter (MBC), Philip Aiken, whose initiative is a collaboration between Barclays and its panel firms in the first instance, but expanded to other in-house teams and looks to address the issue of mental health and wellbeing in the legal industry. He comments: ‘In any organisation with the geographical scale of Barclays, it is always going to be challenging to drive changes to our culture. This was particularly the case with embedding the principles of the MBC across the legal function at Barclays globally. The key to success is making change relevant to each part of the organisation.’
Elsewhere, Unilever GC Ritva Sotamaa spearheaded the coming together of close to 100 UK GCs in making a pledge to improve diversity and inclusion within the profession. Anna Suchopar at ASOS is similarly running regular workshops on issues such as mental health with her legal advisers. Sotamaa comments: ‘We are a very global organisation with small teams around the world from many cultures and backgrounds. Getting to each individual and driving engagement regarding our mission and strategy is not an easy task when people are facing their everyday environment and implementing change is often about making a personal choice.’
Some GCs, however, are tackling wider societal changes. Kate Teh at The Telegraph is part of a team working to introduce a standard method of obtaining GDPR-compliant consents for the use of cookies on websites and Asli Yildiz at the Data & Marketing Association effectively provides legal advice to more than 1,000 businesses on data challenges. Christian Fahey from Inmarsat, meanwhile, helped develop a European standard to improve the efficiency of cross-border service provision.
‘Driving change and transformation means risking all that one knows and is comfortable with, and delving into unknown areas with unknown risks, with unproven results,’ comments Teh. ‘The biggest barrier is fear.’
Meanwhile, the Industry change section highlights GCs and legal teams at the epicentre of companies undergoing seismic shifts in their operating and business models, featuring many in financial services and energy in particular. Stephen Lerner at Three and his 130-strong legal, commercial and regulatory affairs team are credited with being at the forefront of one of the most strategically important periods in the company’s history, as it revolutionised the technology of its network and rolled out 5G to customers.
‘The team had to foresee regulatory challenges and support Three’s strategic interest in a rapidly changing and unknown landscape. To overcome this, we collaborated across the business, creating a cross-departmental working groups so that we could prepare for challenges and take advantage of opportunities, while fully understanding implications across the business.’
Matthew Wilson, the GC for Uber EMEA and, more recently, APAC, has built up a legal team of more than 90 just five years after becoming that company’s first lawyer in the UK. Uber, which was valued at more than $80bn following its much-anticipated initial public offering in 2019, has been at the forefront of disruption, with the legal team driving much of its growth via negotiating tough regulatory hurdles. Like Lerner, Wilson points to the importance of creating joint ownership of both problems, and the solutions to them, while getting buy-in from all stakeholders. ‘It’s about making sure that we are putting ourselves in the shoes of our business colleagues and thinking about why the change should matter, and is good, for them and their objectives. If you can do that successfully, executing quickly and effectively becomes much easier, and you often get access to analytical, operational and engineering resources you wouldn’t have otherwise had.’
Finally, in Leadership and development the Powerlist profiles those GCs widely regarded to have influenced the most change within their organisations, such as Shell’s Ching and Rosemary Martin at Vodafone, as well as those GCs and teams that have shown a strong track record of developmental and progression initiatives, such as the successful implementation of in-house training contracts.
Rob Booth, GC and company secretary at The Crown Estate, was one of the most-nominated GCs due to his much-talked about Bionic Lawyer project, developed alongside Hogan Lovells’ head of innovation and digital Stephen Allen and Norton Rose Fulbright’s Stéphanie Hamon, formerly of Barclays. Booth comments: ‘Change is hard and can be even harder if it is not a cultural norm in your organisation. I’ve found the best way to overcome the challenge is to be really focused and really persuasive. Focus gives you the best chance of delivering something of value, which for my team is about delivering our purpose for our customers. The power of persuasion is then key to create traction and to make ideas sticky in the longer term. Change initiatives fail a lot, but the silver lining of that is the great potential to gain insight from others.’
Being human
The 50 examples highlighted in this year’s Powerlist all feature individuals or teams that have overcome significant internal, and sometimes external, barriers. Many also highlight the need for atypical skillsets and broader in-house roles. As such, many GCs say project and change management expertise are becoming crucial in-house skills, whether learned or – for some of the bigger teams – hired in specifically. Others prefer to leverage the wider expertise within the business to bring that talent in when necessary.
Business skills and financial literacy are also said to be increasingly important, while the oft-cited proficiency with technology is also a refrain. With technology, however, the conversation is increasingly about being a ‘digital-savvy’ individual – someone who can understand the language and output of technology – rather than in-house lawyers who can necessarily code or build products.
DXC vice president for legal, Mike Woodfine, comments: ‘All in-house lawyers with leadership aspirations need to become digitally savvy to prove their value to the company. They should be financially astute with forecasting and budgeting – for us that’s external spend and in-house staff spend. The role of the GC has adapted to be situationally aware and persuasive advocates of legal and reputational advice.’
Adds Harris at WPP: ‘Project management and change management skills are increasingly important as the transactions and programmes we work on cover multiple businesses and jurisdictions.’
Finally, but most importantly, soft skills such as leadership and persuasion are crucial to the success of any change. As Rolls-Royce’s Gregory concludes: ‘You can’t just be a lawyer anymore. Behavioural and leadership training is really important – so that we push away from being individual contributors and are more like enterprise leaders. Acting like human beings would be a good starting point, even. Lawyers aren’t unique, even though we might think we are.’
By Hamish Mcnicol, Anna Cole-Bailey and Muna Abdi
hamish.mcnicol@legalease.co.uk
anna.cole-bailey@legalease.co.uk
muna.abdi@legalease.co.uk
| Shell
| Tesco
| Pernod Ricard
| WPP
| ASOS
| Data & Marketing Association
| Pearson
| Barclays
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| Barclays
| BP
| Inmarsat