Episode 4: Building Commercial Mindfulness - Shiv Vyas’ notes for the modern in-house lawyer

From an Australian law firm to an in-house position at one of the most celebrated multinational businesses to anchoring the legal department at companies in hypergrowth. Shiv Vyas’ career has spanned the breadth of multinational corporate law.

Now, as the General Counsel of Compusoft Group, Shiv brings his diverse experiences to streamline the company’s global operations.

For the 4th episode of #LegalMatters - we speak about the challenges and opportunities for corporate lawyers across different industries, what helps legal professionals break out from silos, and the importance of being aware.


How different is the experience from working in a multinational conglomerate to leading the legal function at a leaner business?

Companies that are the same scale as Schlumberger, where I worked last, are very process-oriented. And with good reason, because they are operating at a scale where a single wrong decision can have consequences worth billions of dollars, and impact tens of thousands of employees.

Due to the size and the sensitive nature of the business, every team has streamlined processes to follow. This might sometimes mean that the legal team might not have the opportunity to communicate with the C-Suite, and things move a little slowly.

At the same time, however, organizations that size have many in-house experts and therefore there are a lot of shared learning opportunities.

On the flip side, both Allocate, and Compusoft - my current employer, are much more agile, growing companies. This means more fluid conversations. I get to interact directly with the C-Suite and have their buy-in on legal decisions.

But since you are speaking across teams who won’t have domain expertise in law, the challenge sometimes is communicating your work and the value you bring, in their terms. In such cases, it is important to be commercially focused.

Also, leaner companies might not always have a sizeable General & Administrative team. This creates a challenge especially when you’re looking to scale up operations. It is also sometimes important to focus on hiring and retaining employees.

You raised a great point about communicating legal value in terms that other business teams will understand. How do you go about doing that?

A lot of companies do not fully appreciate the value they can get from keeping their legal team fully involved in key operations. And that is quite understandable.

Businesses are always communicating on commercial terms and are looking for that same commercial aptitude from their legal employees. More commercial lawyers are able to take stock of business operations and provide legal recourse or suggestions that can help generate sales or raise profits.

I am quite lucky that one of my strengths is being more commercial-minded. I didn't really spend much time in private practice, whereas I’ve been in-house for about 8 years. And apart from the four years at Schlumberger, I've always been the only legal person at a company. So the buck stops with me. In a way, I was forced to be commercial from day one.

To provide maximum value as an in-house lawyer, I believe it is crucial to be able to understand basic accounting and financial principles like reading balance sheets and income statements and to appreciate the importance of cash flow on a business. This allows lawyers to see things from the sales, operations, and executive management teams’ perspectives, and be more sympathetic to the pressures they face on a daily basis.

The key is to keep upskilling. I can’t say that I am an expert technology lawyer and I don’t need to know anything else. I have to know about corporate commercial transactions, litigation, employment law, compliance, financing, and anything else that can make me more business-aware.

When businesses see a legal person who actually speeds up the sell-process, rather than slowing it down, then you have their buy-in.

Let’s say - in a particular contract, the counterparty insists on a multi-million dollar liability cap. While that could be a blocker for my business, I could try and mitigate that risk differently. I could comply with the counterparty but also remove the key heads of damages relevant to the service we (the supplier) provide, by for example stating that we will not be liable for any loss of revenue, profits, opportunity, data, etc. While this still means that we potentially face significant liability in theory, in practice, we have very limited exposure, and the client is happy as they’ve obtained their multi-million dollar liability cap. 

You’ve worked at companies that are very unlike each other. How did you find the bandwidth to upskill and be more business-aware across all of these industries?

The key to that is being judicious - both about the time that you spend on a task, and the work that you take on. It is important to find the time to upskill at work and to do that, you cannot be spending 24x7 on negotiating contracts and putting out fires.

Identify what the real material risks are and what tasks would require more time investment from you, and separate them from the things that you can deal with relatively quickly.

To me, the most important skill for an in-house lawyer is a sound business and legal judgment.

This works both ways. ‘Sound judgment’ also means that when you approach your peers with something, they put their pens down and give you their full attention. Otherwise, if you’re constantly running to people with matters that are not of material importance, you’re wasting everyone’s time and losing trust.

Also, the best way to learn quickly at a company is to find the right people internally to ask the questions. And when you're giving them value on the legal side, they're going to be a lot happier to have a call with you or teach you about the industry from their perspective.

I spend far more time talking to technology, sales, marketing, and finance folks than lawyers. The better you know the business, the better lawyer you are for that business.

But then again, there is no substitute for hard work. For instance, when the GDPR came in, I didn’t know much about it. But neither did anyone else in my company. So I just got up at four-thirty every morning for a couple of months and read the whole GDPR and anything else GDPR related I could find.

I knew that if I become an expert on this, I'd be in demand across the whole legal sector. So it's about picking the areas that you spend the time on that matters.

Of course, nobody would be willing to assist you right when you step through the door. How do you go about building rapport with your non-legal peers at a new company?

When you join a new company, it is important to know who your key audience is. For example, when I joined Allocate I was interviewed by and worked very closely with the business development and sales teams. I prioritized identifying exactly what those teams needed from me and this helped me align my activities to fulfill their objectives from day one.

Above that, it is absolutely necessary to be responsive. If you’re taking a week or two to respond to a query, even if it is just because you have too much on your plate, you are seen as a blocker.

It's never that hard to reply back and say - “Hey, I've got a lot on my plate. I probably won't be able to get to this until later in the week. If that's an issue, let me know, and we can have a chat.”

And I would like to circle back to speaking to businesses in their own language. When you are talking to someone from other business teams you need to put your insights to work to their benefit. For example - when speaking with the sales department, think - how can I help them with expediting sales contracts? Or, can I automate contract work that is currently being done manually?

Lastly, knowing what you know now, what advice would you have given your 21-year old self if you could go back in time?

I know I spoke about honest hard work before. But it is also important to not get stuck working 24 hours a day. Because if you're doing that, you're not being efficient. Working hard should not be a substitute for working smart. Make sure you put a strategy in place and that you follow it.

Also, find something that you truly enjoy doing. If you have to spend a lot of time at work, you might as well enjoy it.

Another important thing - and I’ve seen it play out in my career - is that no knowledge is ever wasted. It doesn’t need to be strictly legal knowledge. Strive to learn about anything that interests you, because you can always work that into your money-making pursuits, whether it is a job or a hobby.

I personally have learned a lot from discussions and interactions with other people. It is a good idea to listen to as many people as you can. Listen more, talk less and that can help you grow.