As the General Counsel of the Taj group, my primary role is that of a strategic advisor to the MD & CEO and the Board, advising them on legal implications of business issues, and facilitating resolution of strategic issues in a manner which balances both the business and legal aspects. My role envisages proactively spotting legal issues which the organization is likely to face and developing strategies to handle the same. The role involves counselling the executive management on legal and regulatory aspects of commercial issues and driving strategic initiatives to achieve business objectives. Strategizing and handling major litigations, supervising Litigation Management, Contract Management, Intellectual Property Management and Crisis Management are integral to my role. Another important aspect of the role is spreading legal awareness within the organization through various interventions. I also play a role in risk management/mitigation for the organization, and in government advocacy.
The journey has been an exciting and fulfilling one. Under my watch, our flagship hotel – the Taj Mahal Palace & Towers, Mumbai – became the first Indian building to protect its intellectual property in a unique manner by registering the image of the iconic building as a trademark. It was a challenging task, but one which we could execute with finesse. The task has been all the more fulfilling because it was something which I championed from conception to execution and registration, as a personal initiative. Of course, this would have not been possible without the efforts and support of the Indian Trademarks registry, my attorneys Anand & Anand and my team – all of whom played a stellar role; and together, we created history. All-in-all, it gives me great satisfaction that we were able to obtain this first of a kind trademark registration for Taj – something for which not just the Taj and its employees, but each one of us as Indians can be proud. Then, there were several other projects which were undertaken. One of them was on standardization of contracts. We at Taj had many draft contracts, and many versions of those contracts. Different individuals would use different draft formats, taking on from the last draft that they would have used in the past. Immediately upon joining Taj, this was onearea on which I concentrated so that we could standardize the contract formats across the company to ensure uniformity. We constituted a task force to standardize 25 of our main contracts. This exercise was done entirely in-house. The next thing which we have done is deployment of a Contract Management software. All standardized contract formats have been uploaded on the contract management software. We also loaded all scanned copies of executed versions of the hotel management contracts and hotel licence agreements on the contract management software. Thus, the contract management software is now the single point source of standardized formats of contracts, and also the single point repository of all executed contracts. It tracks renewal dates of contracts, ensuring timely renewals, thus mitigating risk for the company. I have sought to leverage technology for spreading legal awareness within the organization. We have developed in-house e-module courses on some key legal subjects like Competition Law, Data Protection, Prevention of Sexual Harassment, Insider Trading, and Related Party Transactions. These e-modules or LMS (learning management systems) have been and are being deployed in the organization, with target groups being able to access them on their computers at their convenience to complete the courses. We have attempted to demystify these laws in the LMS by removing legal jargon and explaining legal issues in very simple language with the help of examples. These e-modules enable employees working in various functions and operations to better appreciate the implications of laws in their respective areas of work. The resultant spread of legal awareness translates into facilitation of compliance within the organization. Many organizations deploy compliance management tools. Taj also had one. However, it is not enough to just have a compliance management tool; it is critical to review the compliance management tool periodically in order to ascertain the level of compliance in the system, detect gaps and initiate remedial measures. This I have been able to do by initiating a Gap analysis. For this, we engaged an external agency for conducting audit of compliance reported on the system by various units. It has helped in identifying the gaps in the compliance reporting and has enabled us to deploy remedial measures in order to raise the levels of compliance, leading to risk mitigation for the organization. As you will notice, I have focussed on leveraging technology for the benefit of the legal team, and the organization. I have leveraged technology in ensuring better management of contracts, Intellectual Property, litigation, spreading legal awareness and in compliance. We are in a digital age. No longer can legal teams sustain by doing things in the age-old ways. Just like any other business team, the in-house legal teams also have to up their digital quotient, and leverage technology in their day-to-day work so that they are able to deliver better, faster and smarter. These are some of the important projects which I have undertaken as the General Counsel. I also believe that the General Counsel and the legal team should facilitate business, while also ensuring that the organization does not violate regulatory provisions. The legal team should operate and be perceived as business enablers and facilitators, and not a team where issues get generally stuck. At the same time, the team should also be able to say ‘No’ wherever any business proposal falls foul of the law. I have been able to ensure an atmosphere where the team can discharge the role of business facilitators as well as gatekeepers with equal aplomb.
The role of the General Counsel has been evolving over the years, and it continues to evolve. Today, the General Counsel is no longer a legal advisor, but a trusted strategic partner to the CEO and the Board. He is a C-suite officer, reporting in to the CEO. He has independence in operations, and a voice of his own. He has a seat at the Executive Committee/Managing Committee, giving him a close view of the business operations, their priorities and challenges. He has the pulse of the Company and its Board. He has a wonderful perspective of the business of the company and is thus enabled to structure his operations in sync with the strategies of the organization, and its priorities. Gone are the days when organizations would club the roles of the Head of Legal with the Company Secretary or the CFO. In the VUCA world that we live in, with complexity increasing by the day, CEOs want a professionally qualified lawyer as General Counsel by their side, keeping an eye on whatever is happening, cautioning when the need be, facilitating business, and protecting the CEO, the Board and the company. There is increased recognition of the fact that precise drafting of contracts, formulating litigation strategy and litigation management, spotting and evaluation of legal risks, managing intellectual property etc. are all specialized skills, and hence, the need for a trained specialist – the General Counsel. He also plays an important role in advocacy for the organization and in identifying, managing and mitigating risk. Thus, from a mere legal advisory role of the past, the General Counsel today has a more strategic role, and a much larger canvas to operate on.
I think one common challenge which all General Counsel face irrespective of the industry in which they are working is the speed, or rather the lack of it, in the judicial process. The business teams are unable to fathom the reason why legal issues take such a long time to resolve in judicialforums. And, there is a distinct mismatch between the speed at which businesses work, and the speed of the judicial process. That is one major reason why GeneralCounsel today abhor litigating, unless left with no other choice, or unless litigation is imposed upon them by another party. While some efforts have been made to enable speed in the process, I think we have a long way to go in this area. The Indianeconomy is at an inflection point. We have a strong potential to become one of the leading economies of the world in the next few years to come. But, one point to remember in this context is the fact that businesses will need speedier dispute resolution processes to support their efforts to grow the economy. How will the country invite investments and its economy grow, unless the commercial world has the comfort that in the event of a legal dispute, the judicial process will ensure speedy remedy and protect their investments and interests. Of course, a speedier judicial process is also in the interest of the common man too.
The other challenge which General Counsel across industries face is the lack of uniformity of interpretation of laws by authorities. The commercial world operates on uniformity and predictability. However, more often than not, the General Counsel are faced with a situation where differentauthorities interpret legal provisions differently. The interpretation may vary from authority-to-authority, person-toperson, as well as over a period of time. But, it is important to remember that laws form the backbone of economic growth. It is, therefore, important that there is uniformity of interpretation of laws by authorities, regardless of who is making the interpretation and when. It is only when there is uniformity, that there will be predictability for businesses, which will in turn fuel the engines of economic growth.With increased focus on costs in organizations, managing legal costs is a continuous challenge for General Counselacross industry. Increasingly, General Counsel are moving work in-house, relying less on external lawyers, and looking for alternative service providers in order to get maximum out of their budgets. While there will be areas like litigation, M&A and conveyancing, where General Counsel will continue to draw on external legal support, areas like legal advisory, contract negotiations and drafting, legal research, legal opinions etc. will increasingly move in-house. With many legislative changes in recent years, tracking these many changes is also a continuous challenge for the General Counsel. Keeping track of the myriad changes and staying up-to-date with them is a constant challenge. While there are some external agencies who track legislative changes, generally there is a time lag between the legislative changes and these getting reported by the agencies. However, business is run on a day-to-day basis, and such lag between legislative changes and their reporting is a constant challenge. Therefore, General Counsel have to resort to multiple means in order to stay updated.
There is great scope of improvement in synergies between law firms and in-house legal teams. The working between the two has to be in harmony. Moreover, each should gain from the experience of the other. The way in-house counsel understand both the legal and the business aspects of a transaction or document (because they are embedded within commercial organizations), law firms may not be able to do the same. However, law firms bring the outside-in perspective to any transaction / document. Both are important, and both parties can capitalizeon the strength of each other in this regard. Secondly, given the wide variety of legal issues which in-house counsel handle,absence of specialization in the in-house legal teams is sometimes inevitable (on the flipside, the wide experience it gives to the in-house counsel is a major plus). On the other hand, many law firms develop specialization on certain subjects. Given the specialities each has, they must contribute to the development of each other. Today, in-house counsel are increasingly looking for supplementing knowledge on a variety of new age issues – data privacy, cryptocurrencies,new insolvency code etc. Law firms can bring in value add services which will help keep in-house counsel abreast with the changing regulatory landscape. They can also add value to in-house counsel by disseminating information on the latest precedents in various fields of law. I find that many law firms do mail across newsletters covering many legal developments. However, it may be worthwhile to find out how are these being consumed, and how effective these are. A greater engagement in the form of knowledge sessions, presentations etc. Will help. Similarly, law firms need to understand and appreciate the business aspects, and it may be a good idea for the law firm to get that knowledge from the inhouse legal teams. Perhaps both parties could explore sending their associates on deputation to the other’s office for a limited period of time in order to develop deeper understanding in these areas.
The need for Continued Learning Education (CLE) for legal professionals, which has been recognised in most advanced countries, is gaining traction in India too. CLE is critical for General Counsel, particularly with several legislative changes which have happened or are on the anvil, eg. IBC, Data Privacy law, Arbitration law, Employment laws, Companies law etc. Attending seminars, conferences and lectures is an important tool which the General Counsel can and should use for CLE. Some of the top legal brains come together and discuss nuances of legislative changes, their impact etc. in these seminars, conferences and lectures. Listening to them, interacting with them and going through the presentations made at such forum can go a long way in expanding the knowledge base of General Counsel. Another tool is membership of Corporate Counsel Association. There are many such associations operating in India today. They provide excellent opportunities of networking and drawing upon the knowledge base of the collective pool for the benefit of all members. Yet another tool which General Counsel can use for CLE is undertaking Diploma courses offered by top legal institutes of the country on various subjects of importance and relevance
Law is a great career to choose. The importance and role of an in-house counsel has only grown over the last many years and will continue to grow with economic growth and fast changing legislative scenario. I believe this is a great time to be an in-house counsel. More and more organizations are looking towards their inhouse counsel to guide them on legal issues. My advice to someone exploring a career as in-house counsel would be – take the plunge; be prepared to work hard; you are in a great position to appreciate both the business aspects as well as the legal aspects, and hence, your advice is invaluable to the organization; be fearless, impartial and ethical in whatever you do – always remember, Law is a higher calling
Gadget – iPhone X
App – Calm, and Whatsapp (well, it’s more of a necessity now)
Automobile Brand – I love driving my Toyota Camry Hybrid sedan, a blend of luxury, great technology and driving comfort
Favourite Writing Instrument – My Fisher commemorative edition Shuttle Space Pen, which I received as a farewell gift from some very dear former colleagues
Favourite Holiday Destination – Europe
Favourite Cuisine – Nothing comes close to simple home cooked food, which is prepared with so much of love and care; While eating out, I tend to have a bias towards North Indian and Mediterranean cuisines.
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