Leading with a Vision for Innovation

Insights from Mike Dillon, CLO, Sun Microsystems

Imagine: a CLO with a blog and without a dedicated C-Suite office.  Get ready, because Mike Dillon, Senior Vice President, General Counsel and Corporate Secretary for Sun Microsystems, is leading the way with vision and creativity and an energy and enthusiasm for what he’s doing that’s absolutely contagious.  

Dillon is the first Fortune 200 CLO to have his own blog, called ‘the legal thing’ (http://blogs.sun.com/dillon/).  He also participates in the company’s Open Work Practice program and opts not to have a dedicated office to call his own.  Dillon describes this flexible, open work arrangement as a plus for the company and an efficient way to manage and lead.  This article provides insights from Dillon on some of the practices he implements as a progressive legal leader.

VIEW CORPORATE BLOGGING AS A FORM OF COMMUNICATION RATHER THAN A RISK
“Corporate blogging is a form of communication with richness and value that enables people to express themselves in an interactive way,” says Dillon.  Rather than view blogging as a breeding ground for risky rants, Dillon suggests that CLOs embrace blogging as another form of communication that is here to stay.  

At Sun, blogging is encouraged and is part of the corporate culture.  More than 3300 Sun employees have registered their blogs via Sun’s blog portal (http://blogs.sun.com/), writing about business, outside passions, family and community.  Leading the way with his own blog is Sun’s CEO, Jonathan Schwartz, who Dillon describes as a “very prolific and well-known blogger.”  In addition to encouraging employee blogs, Sun has a blog site for its alumni community http://friends.sun.com/blogs/ (more on this below).

Asked about the legal risks of blogs, Dillon explains, “I worry more about emails than blogs.  Blogs are a deliberative process.  People who blog are writing for an audience with the expectation that their postings will be public so it’s rare to see postings that are nasty and inappropriate.”  

Dillon's Blog:  the legal thing… notes from a General Counsel
Why did he start his own blog?  In December 2006, after reflecting on ‘what his voice would be,’ Dillon launched his own blog to give people an idea of what it’s like to be the General Counsel of a Fortune 200 company (http://blogs.sun.com/dillon/).  

Dillon writes his blog with a broad audience (internal and external) in mind, and uses it as a forum to express what it’s like to do his job rather than as a technical substantive communication tool.  He writes his entries himself and emphasizes the importance of having the blog entries be natural and in your own voice (rather than written by some public relations function).  His goal is to write four entries per month, and he reads every post added by others.  To date, his blog has been visited by more than 21,000 people from around the globe, with several hundred visits per day.  An intriguing feature:  the blog site includes a ‘clustr map’ showing the locations around the globe of visitors to the site.

On challenges:  “The most difficult thing is that blogs are a lot of work.  I don’t get to write as often as I would like, and as a General Counsel privy to lots of sensitive information, it’s sometimes difficult to find the right subject.  The more popular the blog gets, the more scrutiny it gets.  I have a whole new sense of empathy for people in the journalistic profession,” says Dillon

On rewards and value:  “My blog has enabled me to open up a dialogue with people all over the world.  People posting to the blog often times point to other sources of information that is helpful.  The legal thing… creates value both for me and for the company,” explains Dillon.        

On nuggets for CLOs wishing to start their own blogs:  Dillon advises:  (1) consider your company’s culture; (2) determine your audience (internal vs external; law department vs all employees for internal); (3) find your ‘voice;’ and (4) make the time.

Sun’s Blogging Policies & Guidelines
Dillon notes that Sun doesn’t restrict or edit blog postings (unless they’re pure spam).  In addition, nobody within the company is tasked to monitor all daily blog postings for content.  Postings are only ‘pre-screened’ upon writer request:  when the writer requests a prior look or wants a sounding board in advance of posting. Sun has both a policy and guidelines on blogging.  Sun’s legal team played an important role in developing these documents, working with active bloggers within the Sun IT community and worldwide.  “Importantly, neither the policy nor the guidelines look like legal documents.  Instead, they’re written in ‘plain voice’ so all can understand,” explains Dillon.  Anyone wishing to create a blog must register through the Sun system and agree to comply with these policies and guidelines.

•    Sun’s Policy on Public Discourse:  This policy encourages Sun employees to “tell the world about their work without asking permission first.” By this statement, the policy notes that the company is “accepting higher risks in the interest of higher rewards” since employees are able to speak “directly to the world without management approval.” The policy politely asks employees to read and follow advice on Sun blogs, and summarizes important information on:  ‘blogging as a two-way street,’ financial rules, and disclaimers.  It also advises employees:  not to tell secrets, to write what they know, to think about consequences, and that quality matters more. See Sun's Policy on Public Discourse.
•    Sun’s Blogging Guidelines:  A 1-pager available via the Sun blog website, these blogging guidelines list ‘big-picture risks’ that could result from blogging and summarize eight important rules.  The guidelines also state that most risks can be avoided by being careful and responsible, and note that the enumerated rules summarize more specific company policies and that a policy violation may result in disciplinary action.  See Sun's blogging guidelines. 

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How are top Chief Legal Officers dealing with some of the most pressing legal issues? One approach is to explore these topics with their peers at ACC's CLO ThinkTanks, which bring a select group of successful CLOs together for a “deep dive” into current issues. At the session they discuss common challenges, potential solutions, and identify the trends that all in-house counsel should be aware of.  Here are just some of the executive reports available for review:  

• Corporate Business Information Management—Ediscovery and Beyond (NEW)
• CLOs Role in Governance and Compliance
• CLOs Role in Governance and Compliance—Canada
• Law Department's Role in Financial Compliance and Relationships with Auditors
• Navigating the Complexities of C-Suite Relationships

You also have access to the briefing books prepared for participants, which contain numerous articles and other reference materials on the topics. Just visit the CLO homepage for these resources and more.

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A recent article on law.com,—“Which Leading GCs Are Operating Without a License?”—highlighted the complicated issue of multijurisdictional practice. As a general rule, in-house counsel should be licensed in the state where their company is located.
Failure to be licensed or registered can result in adverse publicity or worse for both you and your employer. In some jurisdictions practicing without a license is a misdemeanor.  And some commentators assert that the privilege may not exist for those not admitted in the state where they practice.

ACC has consistently called for the modernization of states' regulation of the legal practice while maintaining high professional standards. In-house lawyers should be able to work for their employer-clients in a state in which they are not formally admitted so long as they are members in good standing of another state’s bar.  While many states have supported this notion by updating their rules regarding unauthorized practice, there remains resistance in many jurisdictions. Right now, Connecticut is reconsidering its stance on multijurisdictional practice and ACC, its chapters, and member companies have submitted comments to the decision-making bodies focused on this.

To the question of whether attorney-client privilege exists for lawyers admitted to the bar in one state, but not in the state where they are practicing, ACC believes that attorney-client privilege still applies.  As one observer noted, "Certainly in-house attorneys should follow state licensing requirements, and those requirements should receive broader circulation within the in-house bar. Yet there is no reason to think an ‘unlicensed general counsel racket’ threatens corporate America. Nor should licensing become a weapon to pierce the attorney-client privilege. To deny a company this privilege due to a technical defect in its lawyer's license status would, perversely, harm the very client the license rules are intended to protect."

• Visit ACC’s website for resources on state licensing and in-house registration rules.
• See the list of States Authorizing Non-Locally Licensed In-house Counsel.
• Review ACC's comment letter to the Rules Committee of the Connecticut Superior Court. 

 
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In response to requests that ACC has received for management education, ACC has created the Executive Leadership Institute to be held on October 1-3, in Washington DC.  This program is designed for chief legal officers, practice area managers, and others with managerial responsibility, and will cover topics such as:

• Developing and implementing an effective strategic plan
• Identifying and enhancing the talents and skills of your employees
• Becoming a true business partner, by assisting your clients in meeting their corporate goals

Visit the Executive Leadership Institute website for more information and to register. The course will be taught by Stephen R. Chitwood, Director of George Washington University’s Center for Law Practice Strategy and Management.

 
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The Federal Courts Study Committee voted unanimously to submit revisions to the Federal Rules of Evidence (FRE 502) to Congress. These revisions excluded a provision that would have allowed federal agencies and prosecutors greater leeway in gaining access to a company’s privileged information. ACC has strongly supported the exclusion of the provision, and strongly supports the resulting proposals of the Committee to protect corporate attorney-client privilege.

“This has been a two-year effort to encourage the courts to reinforce their role as protectors of privilege in the discovery process. We commend the Federal Courts Study Committee for working so hard to ensure that the evidence rules reflect the realities of modern e-discovery practice, ” said Susan Hackett, ACC Senior Vice President and General Counsel.

• See ACC's June 2007 comment letter.
• Learn more about ACC's advocacy initiatives. 

 
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ACC is looking for nominees for the 2007 Excellence in Corporate Practice Award, which recognizes the career achievements of in-house attorneys who epitomize excellence through representation of their clients, contributions to the legal profession, and public service. Nominations must be received by June 22 to be considered.  The award will be presented at ACC’s Annual Meeting (October 29-31, Chicago). Visit the ACC website for complete submission guidelines.

 
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