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“Enterprise Risk Oversight, Compliance, Corporate Governance, Policy Implementation – Additional Responsibilities of a General Counsel Today.”- Kundan Lal, Head of Legal (AVP) and Company Secretary, Sonata Software

“Enterprise Risk Oversight, Compliance, Corporate Governance, Policy Implementation – Additional Responsibilities of a General Counsel Today.”- Kundan Lal, Head of Legal (AVP) and Company Secretary, Sonata Software
THE PROFESSIONAL YOU

I am a fellow member of the Institute of Company Secretaries of India (ICSI) and a Law graduate from University of Delhi. Presently, I am working as the Head of Legal and Company Secretary for Sonata Software Limited (Listed at NSE & BSE). My background is comprised of a broad spectrum of corporate legal and Secretarial experience of over 19 years in both established manufacturing and emerging growth & IT companies.

Briefly, tell us about your role in the organization and the mandates you handle?

I’m spearheading the Legal & Secretarial function of the Company since October 2016 as Head of Legal and Company Secretary for Sonata Software. I am responsible for the Company’s global legal affairs, Regulatory and Secretarial matters, IP and compliance operations of Indian & overseas subsidiaries.

Sonata Software is a global IT Solutions Company focused on catalyzing business transformation initiatives of its clients through deep domain knowledge, technology expertise, and customer commitment. The company delivers innovative solutions for Travel, Retail & Distribution, and Software Product companies through IP based Platforms, Products, and Services. Sonata’s solutions brings together new digital technologies such as Omnichannel commerce, Mobility, Analytics, Cloud and ERP, to drive enhanced customer engagement, operations efficiency and return on IT investments. It has its presence in the US, UK, Europe, Middle East and ANZ as well. Sonata Software Limited is listed at NSE and BSE.

I am leading a team of 6 Lawyers & Company Secretaries for Indian & overseas businesses. I am responsible for:

  • Dealing with Indian & Overseas Regulators & handling of Licensing & Regulatory issues Globally
  • Handling Board & shareholders related issues.
  • Regulatory & Legal strategies.
  • Supporting management inRisk analysis.
  • Contract and Litigation management.
  • Support in M&A activities.
  • Assisting and advising the Board in ensuring good corporate governance and in complying with the corporate governance requirements and best practices.
  • I work closely with Leadership teams and Board of Directors in addressing Legal, Secretarial and regulatory compliance challenges.

Tell us something about your journey so far as a General Counsel in India?

I have over 19 years of experience in Legal and Secretarial functions. Prior to joining Sonata, I served various organizations and handled numerous roles such as GM-Legal & Company Secretary in Kennametal India Limited (Listed at BSE) a subsidiary of Kennametal Inc., USA; Head-Legal & Company Secretary in Cummins Technologies India Limited (a Subsidiary of Cummins Inc. USA); Manager-Legal & Company Secretary in OK Play India Limited (Listed at BSE); and Dy. Company Secretary in Visesh group Companies. I have represented Engineering, Manufacturing, IT and Emerging Growth Technology Companies in the field of Legal & Secretarial, labour, Indirect Taxation, Real estate, Intellectual Property, setting up units in DTA and SEZ, and Litigation Matters.

During the aforesaid journey, I have been fortunate to have been exposed to finalizing various complex contracts, acquisition of the land in SEZ, Setting-up unit in Special Economic Zone & Domestic Tariff Area, handled regulatory compliance for entities in the USA, UK, Middle East, Asia Pacific and ANZ. I have managed large litigation portfolios andwas instrumental in defending/winning the litigations for the Companies during my tenure. I acted as Ethics officer in Kennametal and also, provided training on Anti-Bribery Policy, Code of Conduct, POSHA and other Corporate polices and I take active role in implementing the same within the organization, Vendors and Service providers.

Do you feel that the role of General Counsels is evolving in today’s business scenario? And if so, how? How Has the Role of the General Counsel Evolved?

The role of General Counsel is certainly evolving at a fast pace. A decade ago, an In-house counsel’s role was of a mere legal advisor and Contract Manager which has changed to strategic adviser and broadened the responsibilities over time. In addition to providing legal expertise, General Counsels in medium to big sized Companies are also responsible for enterprise risk oversight, compliance, Corporate Governance, policy implementation and support in decision making at Board and Leadership level. On many occasions, GCs have become spokespersons for companies, assuming dominant roles in legislation, regulation, compliance, policy matters, public affairs, and ethics. Directors are increasingly relying on General Counsels & Company secretaries to provide an independent ‘bridge’ between management and boards to ensure that relevant information is provided to boards for their review, as well as seeking their guidance in identifying conflicts of interest, compliance by Companies and business decisions.

What are the key challenges that General Counsels have to deal with on a regular basis, irrespective of the industry sector?

The key challenges that general counsels have to face today are managing legal issues in an ever-increasing regulatory environment, changes in the legislations and being a business enabler and strategist while at the same time trying to control the legal budget. General Counsels are no longer working away in silo or only focusing on drafting contracts or managing litigations. With increased changes in legislation and implementation of new laws such as the Companies Act, 2013, Insolvency and Bankruptcy Code, 2006, and GST, compliance is at the top of the boardroom agenda.

What are your thoughts on improving synergies between law firms and corporate in-house legal teams?

A good relationship is any relation based on trust on each other and the ability to understand the other’s points of concern. The relationship between law firms and In-house legal teams is no different. Law firms need to provide value addition and demonstrate their expertise in their area of practice. They should understand their client’s business, In-house legal team’s culture and practicality, while rendering services. The relationship between Inhouse legal teams and law firms should be collaborative and complementing each other, which would help in providing best legal services to companies.

What are some of the key tools that General Counsels can use for continued learning education (CLE)?

In today’s digital environment, General Counsels through contract design, process design and creative use of technology can support business requirements effectively and efficiently. General Counsels should learn the design thinking and other tools available in market for enhancing both, technical and soft skills. He/She must participate in the legal conferences and structured CLE provided by various institutes both online and in campus.

Any advice for someone exploring a legal career as an in-house counsel?

In this challenging job environment, it is important for law students to gain marketable experience during College days. They should be creative and try new approaches to handle the legal issues. I would recommend any law student to experience intensive court practice in corporate areas for initial 2 years, before exploring a legal career as an In-house Counsel.

FAVOURITES

Gadget – Mobile Phone
App – Twitter/LinkedIn
Automobile Brand – Honda
Favourite Writing Instrument – Sheaffer
Favourite Holiday Destination – Prefer beach destinations; Goa
Favourite Cuisine – Indian

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