Duly Noted: What In-House Attorneys Want from Outside Counsel

The following article, written by Susan Kostal, was posted June 1 as part of JD Supra’s Perspectives series.

I’ve attended many panels where in-house counsel share their likes and dislikes, but in the last year the tone has changed. In-house attorneys are increasingly dissatisfied, they tell us, because they can’t have the kind of conversations they want with their outside counsel.

“Too often the voice of the client comes through the filter of the voice of a lawyer,” or a client feedback professional like Nat Slavin of Wicker Park Group (for the firms brave enough to conduct client feedback surveys).

Slavin recently moderated the annual Legal Marketing Association Silicon Valley In-House Counsel Summit in Palo Alto, California, interviewing a panel of tech GCs on what they want from outside counsel.

What counsel really want are direct conversations about the issues that matter most to them. Here’s what we heard:

What makes your life easier?

Olga V. Mack, GC, ClearSlide: “I value outside specialists who give me a solution that may or may not be legal. Legal is a tool, but many issues have better solutions, be it a technology or business solution. Business and legal are not separate, especially at a startup.”

Deanna Kwong, IP Litigation Counsel, Hewlett Packard Enterprise: “Demonstrated dependability. I regularly get random, urgent questions from the business side. I need to get a response back as soon as possible. And I don’t want to double-check your legal analysis.”

Kwong: “Attorneys need to commit to building a strong working relationship with others in our company, outside legal.”

Peter Urias, Managing Counsel, Employment, Tesla: “It’s hard to know how best to solve a need until you understand the need. Understand where the client is on the issue. Ask questions. Getting the background is super important.”

Urias: “Be concise. I need responses that are responsive and quick, without a lot of transaction costs. I don’t have time to listen to you being smart. If I have three or four questions, and it takes 3-4 hours to get to my questions,” that does not bode well for a working relationship. What we have just proved is that “you are super smart and there is no way we will ever work with you again.” Be efficient in all communications.

Beth Horowicz, Senior Director, Associate General Counsel, Head of Legal Marketing and Corporate Affairs, PayPal: “A global footprint.”

What have outside counsel done to understand your business?

Horowicz: “We had a firm come in on a project and throw everything at it. They offered a very low fee; it was impossible to refuse. They got to know our business really well. When issues came up, we went to them.” The message: loss-leader projects for high-value targets make sense.

Urias: “All the outside counsel I work with are super attuned. You can’t really give good legal advice in complex systems without that. Ask non-legal questions, such as what is your role, scope of influence, goals. What does that team we are both working for really want?”

How can outside counsel stand out?

Kwong: “Build relationships that really matter. Relationships with individual attorneys at a firm, beyond the relationship partner, are what make a firm stand out. Establish loyalty; show interest in getting to know the business. Get to know us within the legal department as people, and those within our company as people. Be professional, collegial, and collaborative; that adds value. Respect our business people’s time, while still getting the information needed for the case. Demonstrate you are a trusted advisor.”

Kwong: Use conference call dead time. “No one takes advantage of the silence on calls, when we are waiting to the host to join. This is a great opportunity to get to know people better. Sadly, it is a lost opportunity. Not one person has done that.”

Urias: “It’s hard to reach out to network with clients. It can feel forced and weird. But asking simple things, that works. It is so easy to ask for information, rather than having lunch with the same partners or asking for an engagement.”

The plusses and minuses of relationship partners

Horowicz: “I like a single relationship with the relationship partner. What prevents some consolidation is a really strong relationship and investment, going both ways. It’s hard to ask an attorney like myself to break off a relationship with a trusted advisor. That means I can call anytime, and won’t get a whole memo when I need an off-the-cuff response. Just tell me if I am on the right track. Don’t sell me something I don’t need.”

Kwong: “We want to get to know people in the firm beyond the relationship partner. It’s hard to hide any infighting. There are firms we work with where we see the relationship manager is not the nicest person in the sandbox.”

Kwong: “Most relationship partners at our providers are straight white men.” (See Diversity, diversity, diversity)

Honest talk about fees

Mack: “Ask what I value. For example: what does a good fee arrangement mean to you?”

Urias: “Most alternative fees don’t fit neatly into a billing system. Explain them. ‘Here is this fee, here is how we track it, and here is where we are.’”

Mack: “We need to have mature conversations about fees. Right now, it’s like being intimate in high school; there are no mature conversations. I operate on a very tight budget. It is important to stay on the budget we discuss, because I manage the expectations of the CFO, CEO, and the board. I have to explain why we are retaining a person who can’t do math.”

Mack: “I don’t want to chase you for this information.”

Horowicz: “The No. 1 reason we drop firms is that we get a surprise bill.”

Horowicz: Timely billing. “I will drop firms that don’t. I have to give a financial forecast every 30 days.”

Complete turn-offs

Horowicz: “If a firm has general expertise but not specific expertise, don’t even bother. You can’t fake it in an RFP very easily.”

Kwong: While H-P is a household name, the company recently changed its name to Hewlett Packard Enterprise. “I’ve gotten pitches with the wrong corporate name. If I have to remind counsel they got our name completely wrong,” it’s a nonstarter.

Kwong: “We see a wide range of styles and rapport in dealing with others in our company. We had one outside attorney who was so abrasive with our people, one of our go-to people refused to help us.” What she is saying is that nobody likes to work with assholes, no matter how good they are. “This is a small community.”

Urias: “EQ is so undervalued. It is so much more important than IQ. Lack of it leads to dysfunctional teams. There should be more accountability for those kinds of skills, in the treatment of associates, etc.”

Diversity, diversity, diversity

Hewlett Packard Enterprise is part of a working group discussing ways to streamline law firm diversity surveys for the RFP process. The panel spent more time speaking about diversity than any other topic.

Kwong: “We know how important it is to get more substantive experience for up-and-coming diverse lawyers with our providers. Any team can be diverse in some way; age, experience, gender, etc. I wish it would happen more organically. We go in and check time entries every month, to make sure the firm is not just clicking a box. Relationship partners are important, but I also think it’s very important to get to know more partners, particularly diverse partners. Most relationship partners at our providers are straight white men.”

Kwong: “When you have a diverse team you get better results, especially in litigation. The trial team needs to reflect diversity of the jury.”

Mack: “There is a very fierce war on talent. I live it everyday as part of my HR duties. There is not a single study that says inclusion is a bad thing. So why not do the right thing? I don’t have a dashboard that tells me who is working on what project, but I have a BS meter, and it’s pretty accurate. It has to be genuine, come from the top, and be intentional.”

Urias: “It’s not hard to get the perspective of a typical law firm partner. I need a variety of perspectives. It shows sincerity and commitment in a pitch. I am more likely to understand and listen if there is a more humane mix of values in your firm.”

Horowicz: “I look at innovation. What is the firm doing for associates with young children, what special work arrangements exist?”

Kwong: “I like to see a firm demonstrate participation in or support of a group like MCCA (Minority Corporate Counsel Association). One large firm we work with had some trouble on the diversity front. They were having breakfast series CLEs, but that’s hard for working moms. Show proactivity in demonstrating a commitment to diversity. Host roundtable dinners to discuss diversity, or a diversity summit.”

Mack: “Again, ask what I value. Ask what diversity means to me. If I survey 50 GCs, I could get 50 different answers.”

Wish lists

Mack: “I really want to see law firms explore technology, and how it can enhance services, timeliness, security, privacy of documents. We need to embrace the 21^st century. Competent legal advice with amazing software solutions can be a really beautiful thing. Hard copy signatures are from the 12^th century. Take sharing files in Drop Box. My own files expire in two months. I have to ask a partner to give me access to my own files. We need to think how we share information, how we use technology. We can use tech to take amazing professionals and make them truly great.”

Urias: “More non-lawyers driving services. For example, billing. If we have a complex project with only lawyers, that’s not ideal. We need a project manager. But I’ve never been offered that structure.”

Mack: “Project management is often the missing piece.”

Horowicz: “One firm offered an associate as a project manager at a lower rate. It was more than we could have spent, but it worked.”

Horowicz: “We want more temporary lawyers. I want someone who is solid, who can have access to that partner. I have worked with temp agencies, but I need someone in the firm who has that connection, or someone who is in my office 3-4 days a week.”