Canadian Lawyer InHouse

21 CANADIANLAWYERMAG.COM/INHOUSE SEPTEMBER 2016 JOHN HRYNIUK Leading with the business top of mind By Jennifer Brown I n-house counsel are always being encour- aged to think and act like business peo- ple, but at Siemens Canada general counsel Richard Brait takes that philosophy to an- other level. He has developed a comprehen- sive suite of business initiatives that increase regulatory compliance, improve business process effi ciency and reduce overall legal and non-legal costs. Siemens in Canada employs about 5,000 people and has $3 billion in annual revenue across nine different business groups. The lawyers Brait leads support all of those busi- ness groups. "I think anyone who joins a corporate law department is interested in more than just law — they want to get involved with the business as well," says Brait. "In everything we do, we try to take that business orienta- tion and look at it strategically and be re- sults oriented and effi cient." Commercial law is the largest area both for the sale of Siemens products and projects Siemens delivers to customers. "We also have a fairly big practice in M&A, fi nance and all the standard staff le- gal work that goes with the business such as real estate and pensions," says Brait. On the commercial law side, the legal department launched an initiative to elimi- nate low-value work and introduced tools and processes to get involved much less in low-value contracts but still try to eliminate most of the risks. "That has freed us up to do some more important work such as claims management and change management on major proj- ects," says Brait. Reducing involvement in low-value work has allowed the legal department to in- crease attention to high-risk/high-reward situations. In one case, the leadership in identifying and structuring a change claim delivered more than $50 million to the prof- itability of the project. Siemens Canada has a strong M&A capa- bility in Toronto where the lead corporate lawyer is one of the two members of the global M&A group that doesn't come from Germany. Brait himself has also done a fair bit of M&A. Last year, Brait decided to make it a pri- ority to assist the business in seeking out domestic M&A projects. "I was thinking we weren't getting enough M&A sourced from Canada — we get global projects, but we should be look- ing at the needs of the Canadian businesses and what they are looking for," says Brait. "We thought it would be a good idea to let the Canadian businesses put their ideas in for M&A and help guide them through the M&A process." Siemens' corporate lawyers have been innovative in developing Siemens' Merg- ers & Acquisition Practice in Canada, by (i) soliciting feedback from the businesses as to potential acquisition candidates and pursuing such opportunities; (ii) developing templates for transactions; (iii) completing M&A process training; and (iv) hosting le- gal colleagues from other regions as part of an M&A secondment program to increase collaboration with other countries. It fi ts with the company's culture to have everyone act like an owner and seek out op- portunities to benefi t the organization. "We encourage the lawyers to go out to the businesses and take a business-like ap- proach. It's not uncommon to see the law- yers come back with an idea for the business that doesn't have to do with just legal work," he says. "You'll never hear us say 'You're the lawyer, why are you doing this?' says Brait. The department keeps abreast of devel- opments by using a dashboard management system that tracks strategic, operational and transactional issues. "We keep those up to date on a quarterly basis and it gives a won- derful example for people to realize we are behaving like a business when we run the law department," he says. The Siemens Commercial and Technol- ogy Law Practice Groups grow expertise within the group and develop improved business processes, including: standard terms and clauses; contracting policies and processes including work-saving measures to streamline "low-value work"; regular training for internal business clients and new lawyers; and knowledge management initiatives such as sharing lessons learned from existing projects. Siemens legal also developed processes for its real estate business partners, includ- ing: (i) guidance documents for negotiation of leases; (ii) a record-retention policy; (iii) a checklist for property vacancy issues; (iv) training on privilege in environmental mat- ters; and (v) a facilities operations review checklist. As well, savings with external law fi rms have increased by more than 600 per cent over the last fi ve years. In addition, the law department internal budgets have remained fl at despite substantial growth. IH CATEGORY: Law Department Management DEPARTMENT SIZE: Large COMPANY: Siemens Back Row – L to R – Dean Novak, Laura Etherington, Jonathan Strong, David Haughton, Natalie Cefaratti, Mike Beaumier, Sabrina Ceccarelli, Dan Dagan Front Row – L to R – Arlene Alvares, Cristina Schieda, Richard Brait, Carol Buckton, Kathleen Orysiuk

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