In house lawyers are supposed to deal with multiple clients with multiple types of queries ranging from advisory, drafting, litigation, compliance etc. internally from various functions, units and divisions simultaneously unlike law firms. Apparently, every person dealing with you expects that we should give him or her priority over the others and that puts us in a complicated situation. Most of the business people send their transaction documents post completion of business and commercial negotiation expecting us to clear the same by confirming whatever they have negotiated and agreed is legally also ok without even discussing and agreeing to clauses which are essentially legal in nature or having legal implication, which effectively means certification from one more department performance. They also feel that we should not have too many queries since they have finalised post various rounds of discussion among themselves, if we have queries means we are putting a spoke in the wheels unnecessarily.
The question is whether we are supposed to put rubber stamp only, are we not supposed to ask relevant queries, should they not give us sufficient time, should we not be involved in the negotiation of the transaction, is the loss of business due to delay by legal dept.?
Ans: Expectation of business team is not unreasonable from their side due to their business pressure but the question here is at what stage and time they are supposed to involve legal department either during negotiation, or post-negotiation. My view is that legal team should be involved at the time of negotiation so that In house lawyer has more clarity about the transaction and then he/she can add more value by taking lesser time which ultimately becomes preventive action rather than taking corrective action at later date. Now you must be thinking that does this mean in house lawyer should be part of each and every business meeting then how would he accommodate everyone in the organization. Answer is we are not required to be part of each and every meeting, once we are taken on board at initial discussion and negotiation level thereafter we should be informed by the business team about the progress of the transaction by marking copy of each e-mail correspondence and then it becomes our prerogative as well as duty to inform business team as and when we deem fit and proper that it is essential to intervene from the legal perspective or we should provide our inputs to them for their consideration and consumption while concluding the discussion. This will not only speed up the response time but also show the value add done by In house lawyers and avoid giving clearance without going into the substance of the matter and further gives liberty to In house lawyer to ask all the relevant questions at the appropriate time.
In view of the above, it would be easy to establish that the legal department is not a mere rubber stamp department and has so much to say or add and that too at the relevant time and so that we play a role of business partners and after that if still, the team losses the business opportunity in hands then it should be some or the other commercial reasons or a particular risk involved in the transaction identified by the In house lawyer and not because of delay in assisting business by In house lawyer.
Few more things an In house lawyer can do to avoid the delay from his or her side:
- Acknowledge the e-mail as soon as he/she gets such e-mail: Within a few hours of the receipt of the e-mail, we should respond to those e-mails by stating that I have received your e-mail and going through the content of the same and shall revert to you at the earliest with my queries, if any or for the relevant and additional documents. This would indeed keep the momentum going and also the other side calm.
- Ask preliminary queries: Try and go through the e-mails and documents attached thereto and ask preliminary questions or documents which would save time and be more productive. Also this would put the urgency on hold for some more time.
- Divide roles and responsibilities: While going through any matter in hand, it would have some of the parts where other concerned team members/department were to look or inputs of the other functions would be called for, so while asking the queries as aforesaid, simultaneously involve those people from the relevant department which could be commercial, operational, sales and technical etc. and ask for their inputs and confirmation on the points pertaining to their areas as well.
- People management: This is one of the significant elements which would help in most of the times/situations to handle the urgent and serious issues. If you feel too many matters have suddenly come up and are equally important and critical and priority is to be given all those matters then you should pick up the phone connect to the person concerned, understand the detailed background of the matter and then share your present situation and then you would automatically get an answer for which work to be prioritised first. In today's era we are so much dependent on e-mail exchanges that sometimes we may oversight on some major concerns/issues/transaction while handling the other one, hence this method would certainly be useful.
Conclusion: With concluding remarks, I would like to state that this element of urgency is there in all the fields/sectors and it occurs on a regular basis so it may not be possible to eliminate it completely but it can be reduced/mitigated to the great extent possible as suggested above.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
