The in-house solicitor and ethical organisational culture

Personal skills

There are a range of relevant personal skills in-house solicitors ought to cultivate that are beneficial when promoting an ethical culture within their organisation.

First and foremost, in-house solicitors ought to take steps to cultivate a friendly and approachable demeanour.

Having a friendly, open approach is beneficial; without this, there is a risk that colleagues will avoid engaging with the legal team.

Being perceived as approachable makes it more likely that colleagues will consider legal and ethical implications proactively and be more receptive to attempts to shape organisational culture.

Of course, friendliness should not entail a reluctance to give advice that stakeholders may not want to hear.

In-house solicitors need to be able to have difficult conversations on occasion without sacrificing friendliness and approachability.

Alongside an approachable manner and legal expertise, in-house solicitors need strong interpersonal skills, emotional intelligence and networking ability.

These allow them to build a respected personal brand within the organisation, which can help them gain trust and encourage colleagues to involve the legal team early on.

In-house solicitors need excellent written and verbal communication skills.

Given the prevalence of remote and hybrid working, they also need the ability to build relationships in environments where face-to-face meetings may be rare.

Professional expertise and the ability to bring objectivity and impartiality to discussions are also vital, as these skills allow in-house solicitors to discuss ethical considerations dispassionately with colleagues.

This allows them to constructively guide organisational culture in a direct but non-confrontational manner.

Walking the walk and tone from the top

The most effective way to influence culture is by example.

This is essential when in-house solicitors occupy senior leadership roles, where they can set the ‘tone from the top’ of the organisation.

However, in any organisation, in-house solicitors acting with integrity and being seen to ‘walk the walk’ when it comes to ethical matters has a strong positive impact on organisational culture.

All other techniques for creating an ethical culture rely on ‘tone from the top’ for their own effectiveness.

Tone from the top is especially effective in smaller organisations but is equally important – though perhaps more challenging – in larger ones.

Colleagues will pay as much attention to how you act as to what you say. If the two contradict each other, they are likely to take their cue from your actions.

Therefore, in-house solicitors seeking to positively influence organisational culture ought to embody organisational values and model integrity in their own behaviour.

Personal integrity is powerful. In-house solicitors should not only advise on ethics, but demonstrate it in their own actions.

When they do so, the two strategies are mutually reinforcing.

This is especially impactful when the legal team openly aligns its actions with ethical frameworks, setting an example of professionalism that others may follow.

Senior in-house solicitors, particularly those on the board or in executive positions, have more potential to influence culture through personal example by ‘setting the tone from the top.’

Leaders, especially board members and executives, play a crucial role in establishing and maintaining an ethical culture.

In-house solicitors in leadership positions are better positioned to influence the organisation’s tone, as their actions and decisions are highly visible across the organisation.

The behaviour of individuals in leadership positions can shape an entire division’s approach, whether positively or negatively.

For example, an executive who ‘ducks and dives’ can set a culture of avoidance within their division, whereas leaders who openly discuss ethical considerations encourage a culture of integrity.

Building alliances and aligning with leadership

Beyond leading by example, in-house solicitors can have a powerful influence on organisational culture by building alliances with like-minded colleagues and those in leadership positions in the organisation.

Alliances with leadership allow in-house lawyers to positively influence at the top levels of the organisation.

These can help set organisational policy and effectively influence organisational culture by facilitating senior leaders in setting an ethical tone from the top.

In-house solicitors should aim to influence culture without being seen as blockers.

Where leadership are not on-board, using networks is a very effective strategy.

Building a network of like-minded colleagues who share similar ethical concerns allows the in-house solicitor to influence indirectly, adding weight to their perspective without adopting a confrontational approach.

Finding colleagues who understand and support the ethical stance of the in-house solicitor can create a coalition that reinforces cultural values within the organisation.

This network-based approach is particularly helpful in pushing cultural changes where there may be resistance from senior leaders.

Some departments or teams where alliances may be especially useful include:

• finance – building excellent relationships with senior finance colleagues and engaging them to lead projects with support from the legal function, especially around risk, is vital to achieving influence, particularly in most commercial organisations
• human resources (HR) – HR typically prioritises goals around ethics, employee wellbeing and compliance, as well as having access to levers which can influence culture
• marketing and communications – colleagues in this department may be particularly alert to reputational concerns, which frequently align with legal and ethical concerns

By aligning efforts, in-house solicitors can support a unified approach to promoting ethical standards.

Using codes of conduct

In-house solicitors can make use of existing company resources, such as the company code of conduct, to support and align cultural influence with established organisational values.

By referencing the code of conduct, in-house solicitors can promote a culture of compliance and ethics without needing to create new frameworks.

Where existing company resources are lacking, in-house solicitors should play a role in updating these resources.

A code of conduct is a useful way of crystallising and embedding organisational ethics but can be difficult to get right.

Where company codes of conduct are lacking clarity or depth, in-house solicitors should push for better codes and potentially take a role in shaping the content of the code. This can have a significant effect on company culture.

To be effective, codes of conduct should be:

• succinct
• responsive to the organisation’s distinctive ethical challenges
• durable (it may be necessary to refresh a code of conduct in response to some change in the organisation or its ethical challenges, but consistency allows the code to become more deeply embedded in organisational culture)
• accompanied by illustrative materials including case studies drawn from the work of the organisation
• actively and regularly communicated to staff
• seen to inform organisational strategy

If a new code of conduct is being introduced within the organisation, there should be a plan to ensure this is properly publicised and there are conversations with staff to ensure they understand the code's significance as well as its contents.

Linking culture to business outcomes

In-house solicitors may find it easier to influence culture when they can demonstrate that ethical practices directly impact the organisation’s bottom line.

For example, departments like sales may be motivated to adopt sustainable practices if these align with customer expectations and improve revenue.

However, it must be recognised that ethical conduct, like the law, is intrinsically important, is not always aligned with the bottom line, and may in some cases work against it.

In-house solicitors should remain clear in their own minds about which considerations they are centrally motivated by and those which they might appeal to in order to persuade others.

Further reflections on this important mode of working for in-house solicitors can be found in the section on working effectively and ethically as an in-house solicitor.

In organisations that are less profit-driven, the instrumental benefits provided by an ethical culture can also be appealed to.

For example, in charity and non-profit sectors, where salaries may be lower, the positive workplace culture itself often becomes a significant part of the job’s appeal.

In all organisations, ethical culture can benefit the organisation by becoming a cause of employee satisfaction and retention.

Practical challenges

Unique challenges posed by large organisations

Attempting to influence culture becomes more complex in large organisations, particularly when managing a dispersed or contract-based workforce.

In such cases, cultural shifts often depend on executive and oversight committees as well as the actions of individuals.

In these circumstances, while solicitors can still influence organisational culture, their power to do so is likely to be more limited than in smaller organisations.

Cult of personality

In some organisations, regardless of size, there can be a ‘cult of personality’ surrounding the chief executive officer or founder, where leadership decisions are influenced by personal loyalty rather than adherence to policies.

In-house solicitors may need to navigate these dynamics carefully, as personal loyalty can be a powerful source of motivation and an impediment to change.

In these cases, relying on networks of like-minded individuals (where these exist) to advocate for a balanced and compliant approach to leadership may be the best strategy.

When such individuals seem few and far between, reaching out to the HR team may be a good place to start.

Operational blinders

In many commercial organisations, employees may view their duties as purely operational, with little emphasis on ethics.

This may be reinforced by organisational culture and can be especially entrenched in more ‘old school’ operations.

In some cases, prioritising an operational approach may be justified by appealing to responsibilities to shareholders to maximise return on their investments.

In-house solicitors need to reinforce that ethical considerations are integral to the organisation’s objectives and can appeal to the instrumental benefits an ethical culture can provide. For example:

• mitigating reputational or other forms of risk
• aligning with consumer preferences, or
• providing an attractive working environment for employees

Appealing to these considerations can also be helpful in demonstrating that ethical culture is not necessarily opposed to shareholder interests.

Limitations of the legal team in changing culture

Finally, it is important to recognise that while in-house solicitors can influence culture, and should endeavour to do so where possible, they cannot control it, particularly if leadership is not committed to ethical practices.

If executive leaders fail to model the values espoused by the organisation, attempts to instil a positive culture are likely to fail.

In organisations with a toxic culture, in-house solicitors may find it difficult to effect any meaningful change.

In-house solicitors should also recognise culture is not the only factor at play and that some organisations require broader reforms for meaningful change.

For example, unethical practices may go beyond ‘bad culture’ and stem from deeply ingrained systemic issues or larger structural problems.

In either scenario, in-house solicitors may need to consider whistleblowing beyond the organisation to bring unethical practices to light, or ultimately leaving the organisation if the environment conflicts with their values or professional responsibilities.

Ethical challenges

Independence vs influence

As with other aspects of the in-house solicitor’s role, the central tension between independence and influence has an effect on the solicitor’s ability to successfully shape ethical culture within the organisation.

Both independence and influence are necessary to act as an effective in-house solicitor.

Successfully influencing others requires being seen as part of the team and a business partner to the organisation, rather than being seen as separate or aloof from other employees.

However, the closeness necessary to influence successfully can serve to compromise judgment and undermine the professional responsibility on in-house solicitors to cultivate independence of mind.

A balance needs to be struck here.

At one extreme, the in-house solicitor might be seen as ‘one of the gang’: someone whom colleagues are very happy to approach, but by whom they do not expect to be challenged.

At the other extreme, they might be seen as an aloof observer, fully independent but unwilling to get their hands dirty helping the organisation to achieve its objectives, and therefore of limited value to colleagues.

It’s also important to avoid being seen as a ‘naysayer’ or a ‘prophet of doom’, while reserving the right to resist proposals and point out problems.

Striking the right balance requires careful, sustained judgement over time.

In-house solicitors should see it as a long-term career goal, and should reflect frequently on whether they have been successful in achieving it.

Ensuring trust and credibility are warranted

To effectively influence others, it is important that colleagues see you as trustworthy and credible.

Trust and credibility are, of course, good things, but can raise ethical challenges when the trust and credibility that others place in us is not warranted.

In professional settings, we are trusted in two general ways: to behave ethically and to be competent.

Both of these are valuable, but there are differences in how they are valuable, and in how we should seek to cultivate both kinds of trust.

In terms of ethical trust, it is valuable to be trusted in very general terms.

The professional should seek to cultivate trust by demonstrating ethical values in their work, with the result that colleagues correctly see them as someone who can be relied on to act ethically in all circumstances.

In terms of competence trust, there is more of a risk attached to colleagues trusting the professional to be competent in a very broad way.

Solicitors, like any professional, have limits to their competence, but these limits might not be apparent to colleagues.

In-house solicitors’ professional status, and the opaque nature of their professional knowledge to colleagues, may lead those colleagues to think they have expertise and competence where they do not.

To avoid others placing unwarranted trust in the professional, or seeing them as credible in areas where they are not, it is helpful to think of being trustworthy, at least in terms of competence, as being a specific judgment rather than a general one.

In this way, we can think of trust as a three-place relation, where person A trusts person B to do X, rather than just a general judgement of whether person A trusts person B.

The aim of in-house solicitors should be to cultivate ethical trust as much as possible, but to cultivate competence trust only in areas in which they are in fact competent.

To achieve this, it is important for in-house solicitors to make others aware of the limits of their competence even as they seek to influence others.

When a specific request is made that is beyond the limits of the solicitor's competence, they need to be clear about this.

Avoiding manipulative methods of influence

Certain ways of influencing others may raise their own ethical challenges, and ought to be avoided, or at least only employed sparingly and with good justification.

Examples of these sorts of methods would be:

• threats
• appealing to emotions in ways that cloud rational judgment
• manipulative forms of persuasion

When thinking about the ethics of influence, it can be helpful to think of rational persuasion as the gold standard for how to influence others.

As strategies of influence move away from this and closer to outright deception, they ought to be avoided (or at least employed very sparingly).

It is best to try to alter the behaviour of others by offering them good reasons for changing their behaviour.

In general, it is important to remember that a positive influence on ethical culture can be as much a result of how one seeks to influence as of what one is seeking to bring about through influence.

The 'what' might have nothing directly to do with ethical culture: the solicitor might be trying to influence some aspect of organisational or team strategy.

But if the how demonstrates honesty, respect for colleagues and the rejection of manipulative modes of influence, this becomes part of the example we set within the organisation, and therefore stands to have a positive effect on culture.