The evolving role of in-house counsel in business

BY Pratima Burma

It is very common to hear this phrase in Nepal: "Are you even a lawyer if you are not going to court?" I often receive these comments from many of my friends, relatives, colleagues, and even from my own legal fraternity. The concept of in-house counsel in Nepal is still in the very early stages of development. Until not so long ago, the role of in-house counsel was regarded merely as conduits between the company and outside law firms, with the work usually confined to corporate housekeeping and other routine matters, providing legal advice, and drafting and reviewing agreements.
However, globally, and now reflecting to some extent in Nepal as well, there has been a shift in this paradigm, and the role of in-house counsel is evolving to become more of a strategic business partner that supports the organisation. They are getting involved in strategic decisions by providing legal advice, working to improve processes, and assisting in navigating complex challenges.
Here, I would like to share some of the common myths that I have encountered throughout my experience, along with my perspective on dispelling these myths.
Business enabler not a business inhibitor
Often, in-house counsel is regarded as an inhibitor to the business. As a result, departments are usually hesitant to share all the facts with counsel, presuming that they may find a problem instead of a solution. However, little do they know that in-house counsel can create and implement solutions that go beyond providing legal advice if they are empowered and given a role in decision-making. In-house counsel are in a privileged position because they have a deep understanding of the business, including its unique needs, internal processes, workflows, industry trends, and legal requirements. They are better equipped to determine what decisions and strategies work for their business compared to external counsel. In-house counsel has a unique ability to understand legal requirements and business goals in a way that others cannot. With this perspective, they can synergize and problem-solve in unexpected and innovative ways.
Proactive not reactive
In-house counsel is often considered a last resort or only utilised when an issue is already out of hand. However, in-house counsel plays a significant role in risk identification and creating a mitigation plan to help prevent or minimise risks. Furthermore, in-house counsel can identify the specific needs of policies and procedures that are better suited for the company, establish them, and ensure the company's compliance with relevant laws and regulations. By implementing robust legal policies and procedures, in-house counsel can prevent potential legal problems from arising in the first place.
Cost centre to profit centre
In-house counsel can also play a significant role in identifying opportunities to reduce business expenses. For instance, in the case of significant litigation hitting a business, the collection of facts and information is crucial in devising further litigation strategies. During this time, the use of in-house counsel is invaluable in coordinating and gathering information within the business and communicating with outside counsel to develop effective strategies. The unrecognised savings to the business can be tremendous.
Additionally, a significant portion of the legal team's work and effort is dedicated to compliance management, safeguarding the company against legal, reputational, and financial risks. While these efforts may not always result in tangible benefits, they are vital for maintaining the company's overall well-being.
Another important and often undervalued task of in-house counsel is document management. Lawyers are skilled organisers, adept at handling document work, and possess a keen eye for analysis. Document management plays a crucial role in efficient data storage and retrieval, compliance, and risk management, especially during times of crisis. When properly aligned and empowered, an in-house legal team can not only overcome the notion of being a cost centre but also serve as the backbone for all revenue operations, procurement, and cost control efforts of the company.
Internal and external influencer
In-house counsel can play a crucial role as internal influencers. It goes beyond merely being "at the table" and attending the right meetings; they also carry a strong sense of responsibility as the "trusted advisor" within their organisations. By acting as ethical champions or voices on the board, they focus not only on compliance, risk reporting, and governance but also on what is ethically and morally right. In-house counsel are uniquely positioned to support the business on its sustainability journey.
Moreover, in-house counsel hold influential positions in the external relationships of the company. They have a clear role to play in driving sustainability and can intersect with government, regulators, and industry bodies.
Deal breaker to deal maker
In-house counsel are sometimes labelled as ‘deal breakers’ because they are perceived to focus solely on negotiating issues and imagining hypothetical scenarios in an attempt to eliminate all potential risks from their dealings with business partners or vendors. However, while in-house counsel are trained to spot potential problems and be risk-averse, they can also be valuable assets and deal makers. By observing the business system, process, and authority structure, and understanding the pressure points, strategies, and objectives of the business, in-house counsel can provide effective advice and strategic solutions for managing vulnerabilities without compromising the legal processes and systems. 
In-house counsel are uniquely positioned to bridge the gap between legal complexities and business goals, providing invaluable insights and guidance to help their businesses thrive. By leveraging their skills and expertise, businesses can unlock new opportunities, mitigate risks, and achieve their objectives. It is time to recognise and fully realise the potential of in-house counsel and empower them to be the decision drivers that their organisations need. 
(An in-house counsel herself, Burma is the Company Secretary and Legal Counsel at Coca-Cola Nepal)