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From building legal teams that grasp business nuances to fostering trust across cross-functional departments, Genevieve Kelly stands out as a visionary leader for her practical approach to in-house law.

Currently serving as the General Counsel in Residence at Goodwin Procter LLP, Kelly has been instrumental in advising companies on an array of critical areas including IPOs, private and public company governance, litigation management, mergers and acquisitions, labor and employment, regulatory compliance, ESG, and more. She’s also served as Chief Legal Officer & Corporate Secretary at iconic name brands such as Panera Bread, Petco, and Dole Food Company.

Throughout her career, Kelly has also been a frequent speaker and panelist on topics related to corporate governance. She is an influential figure in the legal community.

In this article, we delve into Kelly's specific strategies and experiences, from fostering trust within global teams to navigating the intricate pathways of IPOs and corporate governance. Her insights offer a valuable perspective on the tangible impacts a skilled legal counsel can have on the business. We also uncover innovative strategies to build collaborative legal teams and forward-thinking approaches to turn legal into a business-driven partner.

Shifting to an in-house legal role

After several years in private practice, Kelly’s first in-house role was in Brussels as Assistant General Counsel - Europe, Africa, India & Middle East at Starwood Hotels & Resorts (now Marriott Hotels & Resorts), a choice influenced by her studies in European community law while on a Fulbright scholarship and her desire for deeper involvement in business operations.

“I was looking forward to being part of a company that has hospitality at its core. All of the companies I've worked for since Starwood have an element of consumer focus.”

After many years in Belgium, Kelly then chose to return to the United States. She eventually joined  Dole Food Company where she spent over 14 years.

"I joined Dole in 2002, as an Assistant GC for the parent company and as Divisional GC for Europe and North America Fresh Fruit - a business with over $3 billion in revenues. Over the years, my role broadened and I was promoted numerous times. When the company went public, I became an Assistant Secretary to the company, then deputy GC, and ultimately General Counsel in 2013."

Making collaboration a cornerstone of the legal department

When Kelly joined Dole, the company was structured into four main divisions: vegetables, packaged food, flowers, and fresh fruit.

“The legal team at that time was mostly concentrated with packaged and fresh fruit divisions. But when Dole Packaged Foods was sold in 2013, the team size got smaller—from 50 people to 30 people worldwide.”

This reduction in team size did not diminish the department's effectiveness. Kelly played a pivotal role as a bridge between the business units and the legal team.

A key strategy in Kelly’s management approach was promoting cross-functional collaboration within the legal team,which helped them understand the broader implications of their work and encouraged them to think beyond their legal expertise.

“The most important thing is to give people some context around the business. Often within the legal team, people can feel siloed in their specific expertise. So, I created a flat structure where people could work cross functionally and learn from what their colleagues are doing. I would set up monthly team calls so people could share what they’re working on together with ‘lessons learned’ that could benefit the entire group.”

By fostering an environment where team members could exchange ideas and experiences, Kelly ensured that her department remained agile and well-informed.

Turning legal into a business-driven partner

When she took on the roles of Chief Legal Officer and Corporate Secretary at both Petco (2018) and Panera Bread (2020), Kelly was tasked with evolving the legal function into a more business-driven partner, a theme she's noticed at various companies.

This evolution often involves understanding the nuances of the business, and going beyond the legal aspects to grasp the company's operational dynamics.

“It's important to travel, to go out to meet other teams and to be open to listening and learning. I’ve seen that without that interaction many people aren't sure what in-house lawyers can do. And if lawyers can give more input into how they see the business running, then people are more open to bringing that lawyer in when there's a potential issue.”

Addressing the differences between working in large multinational organizations and smaller companies, Kelly acknowledges that the role of in-house counsel can vary significantly.

“At a smaller company, with fewer resources, you might be a generalist. At a larger company, you may  have a specific area of focus and your colleagues are handling the other areas. But, in my view, the strongest in-house counsel develop a broad base of experience. And I believe that is what has helped me reach positions as general counsel. I've been very fortunate to have had a lot of exposure to diverse areas like antitrust litigation, employment disputes, cross-border commercial negotiations, regulatory issues, public company governance, and more.”

For those aiming for higher positions, such as General Counsel or Assistant General Counsel, Kelly suggests that a broad experience base is beneficial. Additionally, having business colleagues advocate on your behalf can be incredibly helpful.

"Partner with them in different business areas and try to be of service where you can. If there's something that a group really wants to accomplish, assist them in clearing the road. This will help you a great deal when it’s time for a promotion.”

Applying legal knowledge to business operations

Kelly provides one practical example of applying legal knowledge effectively to business operations from her experience at Dole Food Company.

“At Dole, we had a very large antitrust issue. We had dawn raids in Europe by the European Commission for alleged price-fixing, followed by class action lawsuits and DOJ investigations in the United States. We had a code of conduct that allowed no exchange of sensitive confidential information. While we disputed the charges, we realized that we needed to do more to facilitate an appreciation of the company’s code of conduct.”

To address this, she led the development of in-person and practical training programs.

“We did in-person training that was targeted to specific operations, using examples of what would potentially be problematic in daily operations, rather than just relying on abstract legal language.”

This experience underscores a crucial lesson: The importance of being concrete and specific in applying legal principles to business contexts.

Earning trust from the ground up

Kelly's tenure at Dole Food Company was not without its initial challenges, particularly when it came to building trust and rapport within the company. One of her biggest hurdles was gaining the confidence of her European colleagues while working from the United States.

“I was hired for my European expertise but I was sitting in the United States, so it was difficult to gain their trust. I had to try various things in order to do that. What worked for me was going over there regularly; not starting at the top of the organization, but rather at the bottom. I started visiting distribution centers and got to know people within the organization.”

Her efforts in building relationships and understanding the operations from the ground level paid off. These interactions were instrumental in fostering trust, eventually reaching the senior levels of the organization.

Kelly's experiences highlight the crucial role of soft skills in legal and corporate environments, particularly during periods of remote work and digital communication.

“When I look back, I learned a lot from the experience of just slowly earning trust with the operations teams. It has nothing to do with legal or law. It is always the soft skills. In this period of remote work, that's one thing to stay focused on; there's no substitute to getting into the field, meeting people, and creating a rapport.”

Enhancing corporate governance and preparing for IPOs

Kelly stresses the importance of staying abreast of governance issues, which she achieved by joining various associations and organizations.

"It's good to not only know the legal principles but also to be aware of what other directors and companies are focusing on. You need to create a network for yourself so you're aware of what the regulatory agencies are looking at, things in the news that your directors will be concerned about, etc. Establish yourself as somebody who is aware and able to provide guidance, given the different sources of information that you have access to.”

When it comes to preparing for IPOs, Kelly's advice is rooted in the fundamentals. Having helped Dole go public on the New York Stock Exchange and also having readied other companies for the capital markets, she has experienced how setting up internal governance policies and processes early on are critical for success.

She also emphasizes  how legal can drive the needed collaboration across different departments during the IPO process.

"Because legal has visibility into so many functions within an organization, it is uniquely well suited to keep the IPO process on track - working closely with finance and other functions, as well as with external advisers such as law firms and banks.”

Embracing technology to automate routine tasks

Looking towards future trends, particularly concerning AI, Kelly sees significant potential in this technology for legal teams.

"I think AI will eventually be a true gift to legal teams by freeing up more time for lawyers to be creative rather than just doing lower level types of reviews that can be automated.”

Throughout her discussion on technology and AI, Kelly consistently emphasized the importance of understanding the business. For in-house lawyers, the ability to integrate with the business side of operations is crucial. This understanding forms the foundation upon which technology and AI can be effectively used to transform legal operations.

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