Originally published in Corporate Legal Times
Career Talk
If you were in search of the "perfect" general counsel candidate, Jeffrey Kindler would fit the bill. He is among a small group of in-house lawyers who have had the opportunity to view the position of general counsel from both the business and legal side of the table. As a result, he is acutely aware of what a CEO needs in a legal department, how a GC can contribute to the business strategy, and what the board desires in a chief legal officer.
After serving as the head of litigation at GE for a year, Kindler was hired by McDonald’s Corp. in 1996 to run its legal department. Then in 1999, he helped his client buy Boston Market. Management intended to transform all the Boston Market sites into McDonald’s restaurants, but Kindler convinced them to hold tight, believing the brand still had value. Not only did they agree with their top lawyer, but asked him to trade in his legal title to serve as president of Boston Market Corp. and Partner Brands. Then in 2001, he got a call from a headhunter who was looking to fill the GC position at Pfizer Inc. Kindler couldn’t resist the opportunity to get back into law.
A.P. Carlton, immediate past president of the ABA and a partner at Kilpatrick Stockton, caught up with Kindler to find out how his view of the general counsel’s position has changed since leaving McDonald’s.
Carlton
: Tell me about Pfizer’s management structure.Kindler
: The Pfizer Leadership Team [PLT] manages the overall corporation. That team consists of Hank McKinnell, our CEO, and seven of his direct reports, including me. One attraction of coming here was that legal has a seat at the table where key decisions are made.Carlton
: Does your job range beyond lawyering?Kindler
: All PLT members have the opportunity to remove their functional hats and help make important business decisions. So sure, there are plenty of chances to contribute more than just legal advice.Carlton
: Are you glad you’re back on the legal side?Kindler
: Well, some legal jobs are peripheral to the business, but that’s not the case at Pfizer. Here, the legal environment is so essential to our company that it’s practically a business role. Scientists invent drugs; sales people sell drugs; and lawyers patent drugs, protect intellectual property and navigate the legal currents of perhaps the most-regulated business on Earth. In short, the legal function is such a critical part of the value chain that being a lawyer here keeps me very close to the heart of the business.Carlton
: Has your legal training hindered your ability to think outside the box?Kindler
: No, to me the new terrain of management decision-making was liberating, exciting and enjoyable. It was a different kind of thinking than I was used to. And I liked contributing to management decisions.Carlton
: Did your legal experience prepare you for that?Kindler
: The legal training helps us analyze issues, assess risks and identify pros and cons. But it doesn’t help us make the risky decisions based on less-than-complete information that constitute a big responsibility of running a business. Some lawyers might not like making that change, but I found it liberating. Personally, when I was running a business, I liked having my own general counsel and saying, "You lawyers are always saying no—help me do what I want!" I guess that marked my transition to a management mindset, although it wasn’t a huge leap. I’d been running functions that gave me ideas about leadership, budgets and management that I suppose you don’t typically get as an outside lawyer. But by the time you’re a general counsel of a large company, a relatively small part of your job is lawyering anyway.Carlton
: And the rest is integrated into the business.Kindler
: You’re running a function. I have nearly 1,000 people in the legal division here at Pfizer. Running this department takes a certain amount of leadership, management and people skills that apply to running anything well.Carlton
: At McDonald’s, how did you help shift management’s perception of the Boston Market acquisition from a realestate play to a value play?Kindler
: Part instinct, part homework. I respected the opinions of nonlawyers working on the deal—they’d been in the business a long time; saw how the brand affected people, and saw promise. It started with a gut feeling that the brand wasn’t the reason the company was bankrupt.Carlton
: Was that experience your conversion to being interested in management more than law?Kindler
: It was less a conversion than a realization that management interested me too. At Boston Market, we had some 30,000 employees who had worked for a bankrupt company, had gone through five or six CEOs in a very short time and were very disillusioned. They also were suspicious that we would turn them into McDonald’s. Morale and momentum were important because food service is one of those businesses where the assets go home every night—you can’t run a business without the people. Our people needed leadership, motivation, direction, vision and a good feeling about what they were doing. For the first half-year of that job, I ran around the country, doing townhall meetings to create energy. I learned leadership lessons that apply to any enterprise. And while only others can judge, I hope I apply some of those skills to communicating a vision and energizing people about our mission here.Carlton
: What’s your primary nonlegal challenge at Pfizer?Kindler: We have a very large company that just got much larger with our $60 billion acquisition of Pharmacia, so we have a large legal division spread worldwide. How do you gather a diverse, diffuse group of people around a common mission and community? It’s not easy. Inside lawyers have an inherently contradictory set of duties. On one hand, we exist to help our business unit succeed. On the other, we have fiduciary duties, professional standards and an overall accountability to the corporation to behave as disinterested lawyers. Balancing these requires a sense of community—so lawyers working in France, California, Canada or Mexico all feel part of the same legal organization. That’s natural with 10 people who meet over coffee every morning. But building it through a global enterprise is hard.
Carlton
: What’s next for you?Kindler
: This job is challenging, and I’m not thinking of anything else. Besides, if you’re focused on the next job, you can’t enjoy what you’re doing. I’ve been lucky. I’ve been a partner in a law firm, government and three companies—and I never planned it. If you’d told me in law school where my career path would go, I’d never have believed you. When I was a partner at Williams & Connolly and got a recruitment call from GE, I thought, why do that?Carlton
: What made you do it?Kindler
: I investigated it because GE had brought in an impressive bunch of highpowered, high-quality outside lawyers. I admit I harbored the old stereotype that going inside meant you couldn’t make it in a law firm. But when I interviewed, I concluded it was a better job than mine, with more control over the work. I could do the fascinating work, not the drudgery. On top of that, I didn’t have to bill hours or hustle for business.Carlton
: What advice would you give a young lawyer who’s just made the move from a law firm to a place such as Pfizer?Kindler
: Roam the organization to learn, and don’t treat the job as a place to sit and wait for assignments. Push, because you’ll discover things you’re good at and like that you don’t even know about yet. One great thing about working in a big, complex corporation is that its leaders want talented people to help them deal with issues—and they don’t worry much about your background. If you pitch in and add value, you’re welcome. The more you do that, the more exposure and opportunity you get. You may discover you want a completely different career path than you had in mind.The information contained in this article is not intended as legal advice or as an opinion on specific facts. For more information about these issues, please contact the author(s) of this article or your existing firm contact. The invitation to contact the author is not to be construed as a solicitation for legal work in any jurisdiction in which the author is not admitted to practice. There will be no charge for the initial contact. Any attorney/client relationship must be confirmed in writing. You may also contact us through our Web site at www.kilpatrickstockton.com
