A hotline to former general counsel is helping new in-house lawyers find their feet. Sue Reisinger reports

Earlier this year Robert Ingato, general counsel of CIT Group, was puzzling over a regulatory issue. He and one of his staff lawyers couldn't decide what the company should do. Then he remembered that a law firm he uses had formed an advisory group of former general counsel who offer clients free advice. He asked his colleague to call, and bingo: clarity.

The law firm is Reed Smith. The group consists of four former GCs, and Ingato especially likes the fact that three have banking backgrounds. "Bank regulations and laws are not always black and white, and they don't tell you what the best practice is," Ingato says. "It's very helpful to bounce issues off these individuals who have dealt with them before."

The group was formed in January. It's been particularly helpful to CIT because the financial services firm only became a commercial bank holding company two years ago, and the lawyers are relatively new to banking regulations. The 'call-a-friend' service has helped his department navigate a new set of rules, Ingato says. He praises the firm's vision in offering it.

And the service isn't a traditional marketing vehicle. "We're not pitching it as a door-opening tool" to win new clients, says David Egan, Reed Smith's chief marketing officer. Rather, he notes: "We were looking for ways to add value for our clients – to build on those relationships."

highercallingAnd what's not to like? The four veteran GCs in the group have some 150 years of legal experience among them. "I'm not aware of any other law firm in the country that, in a systematic way, is trying to collect that expertise" and offer it to clients, says Carl Krasik, a group member and a partner in Reed Smith's Pittsburgh office. Krasik spent 15 years as an associate and then general counsel at what is now Bank of New York Mellon.

Callers are not asking for yes-or-no answers, he says. They want to know how to build a litigation budget, control outside counsel spending, handle a sensitive board vote, or deal with an obstinate CEO.

"These are more judgement call issues," Krasik explains. "There is no book you can open and find that answer. There are certain perspectives that one gets when one is inside a corporation for years – on how a meeting flows, how people think, how you help solve problems. What if you pursue avenue A, what will be the dynamic? Or if you pursue avenue B, what will be the price you pay?"

As GC work goes, Krasik and his colleagues in the group have been there, done that. Krasik led Mellon Financial through its successful merger with the Bank of New York. And he helped the merged company navigate safely through the financial meltdown of 2008 that decimated some banks.

The other group members are former Wyeth GC Lawrence Stein, who handled the largest mass tort litigation in drug industry history; William Mutterperl, formerly GC at FleetBoston Financial (and later vice-chairman of New York-based PNC Financial Services Group); and Michael Bleier, ex-assistant GC for the Federal Reserve Board in Washington DC (and another former Mellon general counsel).

The four often discuss clients' questions, so general counsel may receive the benefit of four opinions in one. "We look at issues from both a business and legal perspective," Stein explains. "Even on legal issues, we think more broadly than an outside counsel would. We consider a decision's implications on such things as disclosure, corporate governance, contracts and regulatory issues."

Outside counsel tend not to be as aware of a company's reputation issues, for example, or of the disruption and distraction caused by outside lawyering, says Stein. "One more deposition for your CEO or your head of research is not just one more deposition," he says. "It really interferes with your business."

Stein has enjoyed receiving calls from new general counsel: "We can help them think through what they can accomplish early on and what is not realistic to do in the first weeks or months. It's advice I would have appreciated in my early days on the job."

Bleier has advised GC callers on such things as who should choose outside counsel, and how and when; what should be the legal department's role in risk management; and how the responsibilities of directors of a bank differ from those of directors of a bank holding company.

Mutterperl says the call can come from any executive of a client company, but usually the caller is the GC or a deputy. Discussions could lead to a billable project for the firm, Mutterperl explains, "if someone had us do some heavy research, or if extensive documentation was needed. So far the calls I've received haven't led to that." Mostly it's free brainstorming and advice for the asking.

Sometimes that advice may even seem contrary to the law firm's own interest. Stein says the group often advises on how to "insource" to in-house counsel to save money – or on how to better manage outside counsel costs.

This article first appeared in Corporate Counsel, a US affiliate title of Legal Week.