Department of Yes

Ten Things: Making Legal the Department of Yes

This will be my last post of 2017.  The year has certainly flown by!  Thank you all once again for continuing to read the blog (going on four years now!), for sharing it with your friends and colleagues, and for your great notes and suggestions.  I wanted to end the year with a discussion about an issue I think is of critical importance to any in-house Legal Department: getting rid of the perception of Legal as the place where deals go to die.  Almost all in-house lawyers have heard this joke and almost all agree that it is generally an unfair label.  That said, I have been doing this a long time and I have had many conversations with folks on the business side of the house and sometimes the concerns that they raise about Legal “blocking” deals are valid.  Let’s face it, there are times when the Legal Department stumbles on this front.  Sometimes we even fall on our faces.  I have stumbled, fallen, and crashed to earth too many times to count.  And, no matter how hard I try, I will stumble again.  But, I always try to learn something from each lesson.  Most importantly, I try to remind myself that I and the Legal Department are here to serve the business.  As in-house lawyers, we have two goals: value creation (“Yes”) and limiting value destruction (“No”).  The hard part is balancing these two goals, especially when it comes to things the business really wants to do or contracts they want to sign.  A good friend of mine once told me that the hardest negotiation you will have as an in-house lawyer is usually internal.  Over time, however, I have developed some guidelines that help me get to “Yes” far more than I get to “No.”  This edition of “Ten Things” will share my list of things you can do to make Legal the Department of Yes.

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