Thinking about In-house? Here’s a Road Map
“In-house” is a catch-all phrase that commonly refers to all non-law firm legal roles. These employers can include commercial banks, investment banks, investment managers like private equity or hedge funds, public or private companies, start-ups, family offices, and not-for-profits to name a few. While the phrase itself is familiar, many attorneys ultimately seeking this route don’t appreciate that each non-law firm employer has its own unique organizational structure, legal team composition, and mission, and that not every lawyer is going to be well-suited for every in-house role. With that in mind, I wanted to provide an overview about not only the most prevalent in-house positions but also the most desirable experience.
How are legal departments organized?
Some legal departments are large and function like law firms with internal specialists from every practice area. Others can be quite small, with just a handful of attorneys who either field everything or rely heavily on outside counsel. In many instances, all of the lawyers report to a General Counsel or Chief Legal Officer. Other times the lawyers may be dispersed throughout several departments within the organization, interfacing largely with the business teams. The work in-house can be purely legal or provide a mixture of legal and business responsibilities.
What are the ideal practice areas for developing a marketable in-house skill set?
The majority of in-house searches seek attorneys with a transactional skill set. That said, not all transactional skill sets provide the necessary experience for every in-house role. Certain practices present a more predictable path to in-house. I’ve addressed the more common practices below.
M&A: M&A lawyers who decide to explore in-house positions will most likely be in the greatest demand given that M&A work is diverse and provides exposure to a broad range of issues such as contracts, governance, partnership, joint ventures, and employment issues. These lawyers are marketable to almost every type of in-house employer, ranging from large banks to small start-ups. To maximize marketability, attorneys should work with a variety of public and private clients across various industries and have experience drafting and negotiating merger agreements, asset or stock purchase agreements, and shareholder, organizational, and governance documents as well as a range of commercial contracts.
Capital markets: Lawyers with capital markets and corporate governance experience will ultimately find themselves in-demand with public companies that have reporting obligations or are frequent issuers of securities or financial institutions that act as underwriters. Prized deal-work includes representing both issuers and underwriters in connection with IPOs, public and private debt and equity offerings and ongoing governance advice, and valuable experience includes drafting underwriting agreements, prospectuses and offering memoranda, proxy statements and SEC filings.
Finance: Finance lawyers often land at financial institutions given the similarities between what they do on the law firm side versus in-house. Given the uptick in LBO activity and the increase in funds acting as alternative lenders, many are now moving to private equity sponsors and hedge funds as well. Key skills include a lender and/or borrower client base and exposure to a broad range of financings as well as experience drafting and negotiating commitment papers, credit agreements and other credit, collateral and guarantee documentation.
Funds: Fund lawyers typically take one of two routes—advising on formation matters within a private equity, hedge or mutual fund or assuming a compliance role at one of the foregoing. Your law firm client base will typically dictate the type of fund that is most likely to be interested in you. For example, the largest private equity funds will typically look at hires who have experience working with similarly sized/sophisticated funds. The same is true of those working with venture capital or technology funds.
Real estate: Real estate lawyers are sought after by large banks and investment firms, developers, REITs, and companies with significant real estate assets. The key to maximizing the opportunities available to you includes developing a broad-based real estate skill set encompassing finance, acquisitions and dispositions, joint ventures, and leasing.
Rotations: Broad-based experience gained via rotations may be advantageous for certain in-house roles as such lawyers typically wear multiple hats given the leaner size of legal departments relative to law firms. The ability to be an expert in one area while also adding value across multiple other disciplines often increases marketability for positions.
What about litigators?
Even though the vast majority of in-house positions relate to transactional work, employers will hire litigators from time to time. Most common among them are large commercial banks or public companies. The theme here is that these employers are big enough to need numerous in-house attorneys with various backgrounds.
Litigators can increase their in-house marketability by developing a specialty. While most employers do not have a need for a generalist complex commercial litigator (as they outsource most litigation matters to their outside counsel), they may need an expert in their industry. Thus, employment litigators tend to find job opportunities within a variety of public and private organizations as well as at institutions of higher education. Insurance litigators also move in-house to insurance companies with regularity. Litigators with intellectual property experience (whether it be patent, copyright, trademark, data privacy, or something else) have knowledge and skills that transfer to many types of companies. And finally lawyers who focus on securities litigation and/or have worked for the SEC can find interest from hedge funds, investment banks, and commercial banks that need their regulatory expertise.
Other things to consider
There are many nuances to preparing for an in-house move that go beyond the practice area you choose and the type of work you handle. It’s important for attorneys interested in moving in-house to be proactive about positioning themselves in the most advantageous way. Speaking to a professional is one way to help ensure a successful move. I’m always happy to be a resource in guiding people down this path.