Insights

For football fans, the last few months have been a treat, with three showpiece tournaments —Euros, the Copa America & the Olympics – and the start of a new season of club football. As I watched Manuel Neuer, the German goalkeeper who was probably playing his final Euro, I got thinking about how he had reimagined the role of the custodian from the early days of his career. Neuer made a reputation as someone who was not only a terrific shot-stopper but also as someone who could play a role in launching attacks with his monster throws and pin-point passing.

Around the time, I was interviewing a number of top GCs for an upcoming book, and they spoke in detail about how the role of the modern GC has evolved from risk mitigation to risk management; from being reactive to being proactive. Coincidentally, Navita Chaubal from Target, described the role of the GC, as being the goalkeeper of the management team. It struck me how the evolution of the GC function has close parallels with how the role of the keeper has evolved in modern football. Just as the goalkeeper is now seen as a specialised outfield player rather than an isolated figure guarding the 18-yard box, the modern GC is no longer someone you call only for a sign-off but someone who has a seat at the strategy-planning table.

Do stay with me as I make my case. 

Extending the football analogy, here is a comparison of the GC role with that of other members of the top management team:

Evolution of the Goalkeeper

Traditional Goalkeeper: The Shot Stopper

Historically, the primary role of the goalkeeper was to prevent the opposing team from scoring by stopping shots. This role was largely confined to the penalty area, with goalkeepers expected to catch or parry shots, block close-range attempts, and occasionally come off their line for crosses or set pieces. The key attributes required in a traditional goalkeeper were:

• Reflexes and Agility: Quick reactions to save shots on goal.
• Positioning: Proper placement to cover the goal effectively.
• Command of the Area: Ability to deal with aerial threats and organise the defence.

Modern Goalkeeper: The Sweeper Keeper

Today, the game has evolved significantly, and so has the role of the goalkeeper. The goalkeepers are often referred to as “sweeper keepers” because they are expected to play a more active role in the team’s overall strategy. This evolution is characterised by several key changes:

• Footwork and Passing: Modern goalkeepers are expected to be proficient with their feet, capable of making accurate passes to start attacks. They often act as an additional outfield player during build-up play.
• Sweeping Behind the Defence: They must be quick off their line to intercept through balls and clearances outside the penalty area, acting as a sweeper behind the defensive line.
• Distribution: Modern goalkeepers initiate counter-attacks with precise throws or long kicks, requiring excellent distribution skills.
• Reading the Game: They need a high level of game intelligence to anticipate and react to developing plays. They effectively participate in the team’s defensive and offensive strategies.

This change is clearly visible at Manchester United (yes – I’m a supporter). David De Gea (a traditional goalkeeper) was the Golden Glove winner (for best goalkeeper in the English Premier League) in 2023. But he lost his job right after to the quintessential modern goalkeeper that is Andre Onana. 

The Changing Role of the General Counsel (GC) in Corporations

Traditional GC: The Legal Advisor

The trusted legal advisor to top management was originally the law firm partner. The emergence of the General Counsel (GC) role, changed this by internalising the chief legal advisor to the corporation. Benjamin Heineman Jr., former head of GE’s legal department, is widely credited as the first 20th century ‘General Counsel’. He was the former managing partner of Sidley & Austin, a leading US law firm. At GE, he built an in-house legal team of 1,000 lawyers – essentially an internal law firm.

In this model of the legal department (as an in-house law firm), the key responsibilities of the traditional GC were to:

• Advise on legal risks in the business
• Lead litigation strategy, and fight litigation by instructing external counsel
• Effectively manage M&A transactions, by engaging external counsel
• Manage business as usual legal issues, with the in-house legal team
• Ensure that the business was compliant with the applicable laws and regulations

Modern GC: Chief Legal Officer (CLO) | Specialist Senior Management

However, in today’s dynamic business environment, the role of the GC has expanded beyond traditional legal functions. Modern GCs are specialist senior management and business enablers who contribute to the overall success of the corporation. To reflect this wider mandate and importance to the overall organisation, the role itself is recast as that of Chief Legal Officer (CLO).

A good example of this is in 2015, when Microsoft’s CEO Satya Nadella emailed his employees to announce Brad Smith’s elevation from general counsel to Chief Legal Officer. The rationale Nadella gave aptly summarises this shift in role. “Brad Smith is taking on the new title of president and chief legal officer, reflecting that his accountabilities extend beyond that of the General Counsel role,” Nadella wrote. “I’ll look to Brad to play a bigger role in strengthening our external relationships and representing the company publicly.” continued Nadella, while also mentioning that Smith would be partnering with others (on the Senior Leadership Team) to lead the work needed to accelerate initiatives that are important to Microsoft’s mission and reputation such as privacy, security, accessibility, environmental sustainability and digital inclusion, to begin with. In explaining a high-level restructuring of Smith’s responsibilities, Nadella added that “Brad’s current leadership team will assume additional day-to-day legal responsibilities to free up a portion of Brad’s time and focus.” Fast forward to 2024, Brad Smith is Vice-Chair and President at Microsoft.

The new role of a modern GC or CLO

• Strategic Planning: Involvement in high-level strategic decision-making and aligning legal strategies with business goals.
• Cross-Functional Leadership: Working closely with other departments such as finance, HR, and operations to provide integrated solutions.
• Proactive Risk Management: Anticipating potential legal and regulatory challenges and advising on proactive measures to mitigate them.
• Business Enablement: Helping to drive business initiatives, from mergers and acquisitions to international expansion, with a focus on enabling growth while managing legal risks.
• Building Public Trust: Promoting ethical behaviour and good corporate citizenship, that in turn build trust with the public and governments.

The similarities between Goalkeepers and General Counsels

The parallels between the evolving roles of goalkeepers in football and General Counsels in corporations are striking. Both have transitioned from narrowly focused, reactive roles to broad, proactive ones that are integral to the success of their respective teams or organisations.

As we spoke to some of the country’s top GCs, and tried to distil the essence of what makes a modern GC or Chief Legal Officer successful, a common set of qualities emerged:

• Evolved Management Skills: Just as modern goalkeepers must possess excellent footwork and distribution skills, modern GCs need a diverse set of skills that go beyond traditional legal expertise. They must understand finance, business operations, marketing, technology, strategic planning, and risk management.
• Proactive Approach: Both roles now require a proactive approach. Goalkeepers anticipate plays and act as sweepers, while GCs look ahead to what is coming down the road. They seek out information about business plans, anticipate legal challenges, regulatory headwinds and align legal strategies with business objectives.
• Integration and Collaboration: Modern goalkeepers integrate into the team’s playing style, contributing to both defence and attack. Similarly, modern GCs collaborate across departments to ensure legal considerations are embedded in all aspects of the business.

In Italy’s make-or-break group match against Croatia in Euro 2024, the camera kept panning to goalkeeper and captain Gianluigi Donnaruma. As Italy tried to rally from a goal behind, Donnaruma kept exhorting his troops to attack. Italy were still in the hunt thanks to their captain, who had earlier saved a penalty from Croatian legend Luka Modric. In the final minute…

In many ways, the young (he is 25!) and dynamic Donnaruma exemplifies the modern goalkeeper—standing at the back but leading from the front; excellent at his core competency but a key part of the brains trust… By now, you know what I mean—I’m talking about an inspiring goalkeeper but I may as well be talking about an inspiring General Counsel.