Corporate & Securities Law

Do GCs Want Change? A Rejoinder

By John Wallbillich

My friend Bruce MacEwen swung for the bleachers this week with a herculean post in his Adam Smith, Esq. weblog.

Bruce takes a discussion from Legal OnRamp and puts it out there for all to see (his mention of Paul here refers to Paul Lippe, Legal OnRamp’s CEO). The subject is whether GCs really want change in the legal industry, and Bruce bravely answers “no”:

But I actually have a more subversive suggestion, which falls under “E. Other” in Paul’s schema: I don’t believe GC’s really want things to change, for all their trashmouth game talk. GC’s want their backsides protected by the imprimatur of the Magic Circle, the New York Elite, or the Skadden/Latham brand name. GC’s don’t want “good enough” quality; they want top-drawer quality.

It sure beats your run-of-the-mill “recent developments in trover and replevin” blog post.

I actually agree with Bruce on one level. GCs don’t want things to change. Who does? Change is hard to face and harder still to make work.

Where we part ways is over the conclusion that many GCs use top-tier New York and London firms on major deals and litigation because they don’t want change. It could just be the right tool for the job. And I really disagree about saying this is an exercise in CYA. GCs I know don’t think that way. (Maybe I’m just a hayseed from the Heartland…)

For most GCs, major deals and litigation are a minor part of their budgets, smoothed out over X number of years. In the rest of the spending, I actually see more signs of change, and a desire to change, than ever before.

Any one general counsel can turn a back on change. It may work for awhile, but over the long run, there’s a name for the person who will force the issue. Your CEO? Perhaps. Your CFO? More likely.

Most likely: Your successor.

You really owe it to yourself to pour a glass of cabernet and read through Bruce’s entire post. It’s excellent.

How general counsel can navigate change is a subject that I have been spending a lot of time on recently. I’ve mentioned two projects it in my Wired GC — Select newsletter in the last few months, and I’ll touch on both here shortly.

One thing we can agree on: for the legal market, change makes glaciers look fast. You better stand back at the right moment, however…

Full post as published by The Wired GC on June 20, 2008 (boomark / email).