The Job of a VP Legal: Responsibilities and Impact

What is the Job of a VP Legal?

The VP Legal is not a typical "General Counsel" position. The position typically has a broader view of the organization and acts as a trusted adviser to the leadership team in ways that extend beyond a traditional in-house counsel. The VP Legal usually works on strategic initiatives and enjoys a seat at the leadership table. This position often oversees outside counsel relations to provide and vet outside resources to help resolve issues or litigate matters, rather than managing the day-to-day legal. Not infrequently, VP Legal often interacts with board members directly .
Many VP Legal at smaller companies eventually become the GC of those companies as the legal departments grow and evolve. The VP Legal position is similar to the "Chief Legal Officer" position that publicly traded companies have adopted in their mind-numbing SEC filings.
In short, the VP Legal position plays a pivotal and proactive role within the company. The VP Legal is a trusted adviser who partners with the leadership team in creating and executing on the organization’s mission. The position often spans the entire spectrum of business interests and risks, and typically does more than the role of corporate counsel at a larger organization.

Key Skills and Attributes of a VP Legal

The role of Vice President – Legal requires more than just an understanding of the law. A VP Legal must have excellent leadership skills, effective communication skills, and a strong sense of business acumen. At any organization, a VP Legal should possess the following skills:
Legal Expertise: The first thing expected of a VP Legal is strong legal know-how. The candidate should have strong writing capabilities, knowledge of employment law, intellectual property, mergers and acquisitions, litigation, and other areas of practice. This role also requires the use of expert knowledge to help protect the company’s assets and to help the business adopt and implement successful policies. A VP Legal is also expected to provide updates on new laws, trends, and emerging best practices, so the company remains compliant.
Business Acumen: The Vice President – Legal is not solely a legal position responsible for a small aspect of the business. A VP Legal must see the big picture and understand the business structure, vision, and how legal risks can impact the company’s bottom line. The job requires constant, real-time communication with executives, business line owners, and other team leaders. A VP Legal is also responsible for reporting to a General Counsel or Chief Legal Officer, as well as providing support to the President and other executive staff.
Leadership Skills: This VP Legal position is responsible for building and maintaining the organizational structure for the department. The quality of the VP Legal’s execution strategy will define the company’s compliance or non-compliance. Other responsibilities include developing policies, creating training programs, imposing discipline, and more.
Negotiation Skills: A VP Legal must be an extremely skilled negotiator. This position requires someone who is comfortable negotiating contracts, even on high dollar matters. The candidate should have the organization’s best interests at heart, and be capable of effective negotiation tactics to realize results.
Interpersonal Skills: To be successful, this position requires strong interpersonal skills. The ability to connect and establish solid relationships with executives, board members, clients, and business partners is essential. This individual must be trustworthy, have strong integrity, and function well in a team atmosphere.

VP Legal v General Counsel

The distinction between the title and responsibilities of a VP legal and General Counsel is subtle yet important. Both positions carry the responsibility for overseeing the legal integrity of the company, but the level of hierarchy and responsibility does differ.
The VP of Legal
A Vice President of Legal Affairs will have a scrutineer role over the legal and compliance division of the company, but may not have any say in the type of lawyer that is hired or whether the department expands to a full fledged legal department. This position usually reports to the COO or the CEO and will serve only as a keeper of legal policies, processes and records. The position usually ensures that the organization is in compliance with applicable laws and regulations. While it has a wide breadth of responsibility, it is still a lower tier position in terms of hierarchy and implemented strategies.
General Counsel
A GC also holds a high ranking management position, with the added role of strategic advisor on key business initiatives. Such initiatives may include corporate acquisitions, risk management, financial/sales issues or intellectual property. General Counsels are often completely invested in the business and have mainly the same skills as corporate attorneys, except they usually lack a trial background. As the lead lawyer, a GC has the highest ranking position in the company and is responsible for overseeing all legal affairs or management of other lawyers, frequently in a regional or full-fledged corporate function. General Counsels report either at or above the level where the board of directors or the CEO sits.
Similarities
The similarities between the titles are best articulated in the legal duties performed, with the hierarchy being the only major difference. Both oversee the business interaction and relationship with outside counsel, assess the type and amount of legal work that can be delegated to junior lawyers if there are no in-house lawyers available, and manage or hire lawyers, paralegals and legal secretarial staff as needed.
Differences
While both positions report to the board of directors or the CEO, the VP legal will be responsible for managing the department within the parameters set by the board or CEO. The GC on the other hand will have the opportunity to sit in the board meetings and is often the direct liaison with the board. Depending on the size of the company, the VP legal’s focus will be on the efficient running of the department from a strategic management standpoint, whereas the GC plays a dual role as business executive. In short, both have similar roles and responsibilities in companies that do not need a full-fledged legal department. The difference arises when the company expands and more legal counsel is needed.

The Impact of the VP Legal on Corporate Strategy

The VP Legal is pivotal in shaping corporate strategy, advising C-suite executives on how compensation schemes and other critical decisions will affect risk, and informing the Board on how corporate and securities laws and other regulations affect the corporation’s ability to implement its ambitious business plans. This process necessarily requires the VP Legal to play well with the Accounting and Finance functions , and participate on the C-level team charged with crafting a business plan. To ensure an accurate assessment of the legal landscape and that the prospectus, registration statement or other disclosure document is accurate and not misleading, the VP Legal is in the best position to brief the Board (often through the Corporate Secretary) on the legal limitations (if any) associated with its implementation of the applicable business strategy.

The Challenge of a VP Legal

The VP Legal is often tasked with a range of complex and dynamic challenges. One of the most critical challenges is navigating the complex and often rapidly changing legal issues that arise in the organization. This may include anything from developing and implementing legal strategies for new products or services, to negotiating contracts and handling disputes, to ensuring compliance with evolving regulations. The VP Legal must stay abreast of these issues and provide clear and concise legal advice to other members of the organization.
Another common challenge faced by a VP Legal is managing the legal team. This includes not only overseeing the work of in-house counsel and legal support staff, but also coordinating with outside counsel and other external legal resources. The VP Legal must ensure that the legal team is functioning effectively and efficiently, and that the organization’s legal needs are being met in a timely and cost-effective manner.
Maintaining high ethical standards is another key challenge faced by a VP Legal. This includes not only ensuring compliance with applicable laws and regulations, but also adhering to the highest standards of ethics and professionalism. The VP Legal is often called upon to provide guidance on ethical issues that arise in the course of the organization’s business, and must be prepared to take appropriate action as necessary to uphold the organization’s ethical standards.
Finally, the VP Legal must also be prepared to deal with crises and other high-pressure situations that may arise. This may include anything from handling a data breach or other security incident, to handling a FRAND issue in a technology or patent context, to dealing with a high-profile legal dispute or investigation. The VP Legal must be able to stay calm under pressure and provide clear and decisive leadership to the legal team and the organization as a whole.

VP Legal Career Path

A career as an in-house vice president of legal typically begins with the completion of a Juris Doctor degree at an accredited College of Law, and may be accompanied by the achievement of a philanthropy-oriented postgraduate qualification called a Master of Laws (LLM). At the undergraduate level, intricate knowledge in an area of business-related study such as finance, accounting, or business management can serve as a strong resume booster for aspiring in-house lawyers. Most law schools also value strong skills when it comes to writing and speaking. During law school , academic performance in courses related directly to commercial law may aid in the landing of an in-house position after graduation. Joining a university Law Review or getting involved with a local legal clinic are two additional activities that may enhance employability. Getting hired as a junior associate at a private law firm or government agency can eventually pave the way to a position within the legal department of a corporation. Common forms of in-house positions include that of a corporate counsel, senior counsel, or assistant general counsel. Advancement to a vice president position is usually only available to those who have extensive experience working within a legal department at a company.