Not often viewed as being on the short list for promotion, or perhaps already considered to have arrived at the top of their game, chief legal officers are unexpected candidates for the position of CEO in technology and other companies. Overarching responsibilities and involvement in critical matters afford them a thorough understanding of the business and tools to lead it.

Business and Law in Lock Step

Attributes of certain industries make business advancement a function of the legal landscape.  Counsel with the right credentials take a seat at the helm.  For instance, FDA approvals, collaboration agreements, patent strategy and product safety can be formative for medical device and pharmaceutical companies and attorneys are naturally engaged at every step.  Technology attorneys administer licensing regimes and use of open source code that may be pivotal. Competition in telecommunications is a statutory fiat devised – and now administered – by attorneys.  In commercial aviation, mega-mergers and expansion into new markets, slots or code shares requires a response to antitrust scrutiny for which an advocate’s breadth of market expertise is pivotal.  And airline attorneys or those in other industries that have been prone to bankruptcy reorganization finesse creditor committees, recoup preferential payments, and otherwise answer to court oversight of ongoing operations.  They may effectively have already taken charge.

No Better Training Than Inside

“In-house” work immerses attorneys in the rhythm of most any business. Commercial transactions, the bread and butter of a corporate legal department, are a case in point.  While successful vendor or customer negotiations earn kudos, with each, contract attorneys witness incremental business progress, meet more industry players, understand the contributions made by a growing array of colleagues, and increasingly take responsibility for keeping things on track.

Acumen and leadership jump exponentially in the thick of M&A activity.  Lining up operational, technical, finance, sales, and other due diligence or integration teams, identifying material relationships, inventorying assets, and signing up employees, counsel knows the newly-combined entity inside out.  If she is entrusted with such an extraordinary investment of a company’s resources and sees it to completion, she has earned bona fides associated with one of the most significant possible deliverables.

Pulling Pivotal Levers

Finally, a general counsel’s standing within the central nervous system cements corporate responsibility and the communications skills to execute it. Attorneys write a company’s code of ethics, the business risks contained in securities filings, and data protection policies.  They answer lawsuits.  They monitor internal controls.  They weigh marketing collateral and script earnings calls.  They advise the board of directors.  They might have even drafted the succession plan!

So what qualifies a GC to be Chief Executive Officer?

In the end, the best corporate counsel are likely the product of self-selection.  To be a good fit for their position in the first place, they must have an out-sized aptitude for business.  With opportunity for so much additional enrichment, it’s not surprising that they step up.