Episode 10 | Looking from the Outside In: A Conversation with In-House Counsel Kelley Barnett - Shoveling Smoke is pleased to welcome Former Frantz Ward Partner Kelley Barnett. Kelley has seen it all - from trying major felony cases as a Cuyahoga County Prosecutor to becoming a top commercial trial lawyer at Frantz Ward to serving in her current role as vice-president and corporate counsel for labor and employment at AmTrust Financial Services. In this episode, she sits down with her former colleagues to discuss the keys to success in her transitions to each role. She also provides insight as to how to build strong relationships between attorneys and their business clients.
Podcast First Aired: June 8, 2021
Guest & Hosts
Mike Smith: Welcome to another episode of Frantz Ward's podcast, Shoveling Smoke. I'm Mike Smith, a partner at Frantz Ward. As you know, my partner, Chris Koehler and I usually split hosting duties on this podcast, but today we make history as we decide to cohost today, just like Troy Aikman and Joe Buck calling an NFL game, but we haven't really started drinking yet.
Chris Koehler: You'll just have to trust us on that one. Today's podcast is another effort by us to provide legal perspectives from people outside of Frantz Ward. One of the most important groups for us is in-house counsel that our lawyers interact with on a daily basis. So Mike and I are co-hosting today because of the special connection we both have with today's guest, our former partner and friend, Kelley Barnett.
Mike Smith: Kelley spent 12 years with us as one of the firm's top commercial trial lawyers. Before that she spent nearly seven years as a Cuyahoga county prosecutor, which included trying major felony cases in the sex crimes unit. In 2019, Kelley decided to move on to an in-house position at AmTrust Financial Services here in Cleveland. Kelley serves as vice president and corporate counsel for labor and employment at AmTrust.
Chris Koehler: Kelley also has a strong commitment to the Cleveland community and to mentoring and empowering young women leaders in both the business and legal world. Kelley serves on the board of the Cleveland Rape Crisis Center. She's also been very instrumental in establishing the Cleveland Ladder Down program, which is a leadership program specifically designed to advance leadership training for women lawyers in Northeast Ohio.
Mike Smith: And when she gets some free time, Kelley loves to spend it relaxing with her husband, son, and golden retriever. Welcome, Kelley.
Kelley Barnett: Thanks for having me here. Great to be here, Chris and Mike.
Mike Smith: Before we get started, can you tell us a little bit about Ladder Down, since we know that's a real passion of yours?
Kelley Barnett: Sure, I love talking about Ladder Down. So Ladder Down is a program from the FDCC, which is the Federation of Defense and Corporate Counsel. It's a year long program, exclusively for women lawyers, and it focuses on developing their leadership, business development, and mentoring skills. It's a program that involves about 30 hours of coaching from a business development and a leadership coach. And then also we have a series of panels of local female leaders, including female general counsels, judges, and female rainmakers at other law firms. It's been a great program here for the city of Cleveland, for Northeast Ohio. It launched here in Cleveland in 2019, and more than 70 women have gone through the program. And it's been great for me personally. I did not expect to get anything out of Ladder Down, but I now know 70 more women than I knew two and a half years ago, and they're truly wonderful women who mentor and support each other, and they're just fabulous lawyers, and it's been great for me to watch them succeed and grow in their careers.
Chris Koehler: Well, thanks for doing that. We know that we've had a number of our attorneys, at your urging, go through the program, and we know that it's really helped them in their development. So thanks for doing that.
Mike Smith: And hopefully anybody out there who's listening to this podcast will look into it because, by all accounts, it's something to something special to be part of.
Chris Koehler: Let's talk about what your current role is at AmTrust, and how you transitioned in there.
Kelley Barnett: So I am the only labor and employment attorney for AmTrust. AmTrust is a global commercial insurance company focusing on commercial products, insurance products for small businesses. So I advise our executive team and all of our business partners in the U.S., Europe, Bermuda, and the UK, and all things labor and employment, and I also oversee all of the employment litigation for the company.
Mike Smith: And how many employees are we talking about?
Kelley Barnett: AmTrust has nearly 5,000 employees globally.
Mike Smith: So that must keep you hopping.
Kelley Barnett: Yes, it does. Cleveland is one of the largest offices for the company, we have about 700 employees here. The corporate headquarters is located in New York. So we have about 4,000 employees in the U.S. and then the remaining employees are spread out in various other countries. So it's a very fast paced, exciting job, and it's a great company, and it's hard to believe it's been two years.
Mike Smith: So let's talk about that, let's go back two years since you've been there now and you've had some time for a little perspective and a little hindsight. When you were making the transition from outside counsel to an in-house position, can you tell us a little bit about what the challenges were in making that transition?
Kelley Barnett: Sure. Honestly, really two things were the biggest challenge for me, transitioning from the law firm to AmTrust. The first one, without a doubt, was learning about the business, but it's also the most important challenge I faced. I don't know how an in-house attorney can be effective without intimately knowing the business, inside and out, from the front of the house to the back of the house. You have to learn how to think an owner. If you want to be a true business partner, you need to be able to speak the same language as your business partner, so that was my number one and most challenging goal.
Mike Smith: And how do you do that? Can you just give us a couple tips on how you go about that? Cause I think that would also be invaluable for us as outside lawyers to know the business as well, right?
Kelley Barnett: Absolutely. Without a doubt. For me, what I did to try to learn the business, some of the more obvious methods were certainly combing the website, looking at any news releases I could find, reviewing the financials that were available to me. But then any time I was on a call, particularly with senior leadership, I took advantage of those opportunities to ask questions, to ask them about the different lines of insurance, to understand the underwriting side, to understand the reinsurance side, to understand the company's strategic goals and the pain points. I also signed up for a lot of insurance publications, which are delivered to my inbox every single morning so I can keep on top of current issues.
Mike Smith: And what other challenges in the transition, once you kind of learn the business, then how do you implement strategy in terms of being an effective in-house attorney?
Kelley Barnett: I'd say the second challenge for me was learning how to communicate with all levels of the company. So when you think about the transition I made, most of my peers at the firm, and even the clients that I worked with were mainly lawyers. But once I went in house to AmTrust, most of my communications and my discussions were with non-lawyers, were with business folks, so I really had to shift my communication approach from leading with the legal talk and the legal risks to leading with the business and the strategic advice. And that took some time to learn. It's such a fast paced environment that I picked it up pretty quickly, especially as I started to learn the business.
Chris Koehler: I assume you're still learning some, huh?
Kelley Barnett: Yes. Yes.
Chris Koehler: Well, because of your unique role, having served both outside with us for a long time and now inside for a couple years, we're hoping the main thrust of our discussion today would be you providing some insights or lessons learned that will help people on both sides of the fence. So what are some things that you have learned over the past couple years?
Kelley Barnett: First, I think it's very important whether you're outside counsel or inside counsel to know and understand your role as the advisor. For me as an in-house lawyer, that means being a business partner, but also a guardian of the company. And then of course balancing both of those roles with any ethical considerations I have. So it can be challenging to balance those different hats, but for me, I've adapted pretty quickly. And I think for outside counsel, it's equally important to understand what your role is and to make recommendations, to understand your client's business, to frame the risk and to help them figure out whatever problem that they've come to you with
Chris Koehler: As outside counsel, sometimes, maybe this is just me, but we feel that the business people look at us as a roadblock or a speed bump on the way to getting business done. Do you still have that?
Kelley Barnett: Yes. Yes. And I think that reputation is even more pronounced for in-house lawyers. I think in-house lawyers unfortunately have a reputation of saying "no". And the consequence of having that reputation, whether you're inside counsel or outside counsel, is that your clients won't come to you, which is obviously a bad thing. You want your clients to come with you before there's a problem. And so I think it's important for both inside and outside counsel, not to be that legal roadblock. You need to drop the word "no" from your vocabulary, you need to think pragmatically, you need to frame your discussions in terms of not only the legal risk, but also the business risk and try to brainstorm solutions for your client. And that's how you become a business partner, as an outside counsel or as inside counsel.
Chris Koehler: So in making decisions, what's your strategy for ... not making decisions because you're not the decider ... but in presenting the options, how do you go about that?
Kelley Barnett: First of all, I think it's important, again, to understand the business. I don't know how you can provide options without understanding your client's strategic goals and the framework within the clients trying to operate, whether it's strategically or financially. That's the key, it's just knowing what the business is and trying to come up with solutions depending on what the particular issue is. But understanding at the end of the day, that it's the client's decision to go with your advice or not. But I think it's really important to make the recommendation. I think where some lawyers fall short is, they present them with options, but they don't take the next step and make that recommendation. And that's just as important as the options that you're presenting. But brevity, whatever you're doing, make sure you're brief and giving your advice and cutting to the chase.
Mike Smith: So we've talked a lot about the strategies that you have about serving as an advisor and how to lay out options for your client, and knowing the business. What other kind of insights can you give us about being a good in-house or even outside lawyer in terms of the relationship with the client?
Kelley Barnett: I think for both sides of the fence, again, whether you're outside counsel or in-house counsel, the importance of continuous networking, I cannot say that enough. First of all, it's critically important to develop those relationships so that you develop the trust of your client. You need to develop that trust so that they come to you, and so that when you give them advice, especially hard advice that they might not want to hear, they're going to listen to you. You need the ear of your business leaders. For law firm lawyers, you need to be visible and develop those relationships both internally and externally. I think obviously law firm lawyers have a different objective in mind. They want to develop those relationships so that they can bring in clients, but as an in-house lawyer, we need to continue to network too. I think it's very easy for an in-house lawyer to get consumed by what I would call the day-to-day chaos that in-house life brings, but we still need to continue to build our brand across the legal community. It's also nice to have relationships with in-house lawyers at other companies as a support network. Particularly when you're dealing with something unprecedented, like 2020. And then another thing that I think is important or it's been important for me is having a growth mindset, whether you're inside counsel or outside counsel.
Chris Koehler: What do you mean by that?
Kelley Barnett: Well, some people hear the phrase "growth mindset" and I get the eye roll. Okay. But for me it's been very important throughout my entire career. I've been practicing law for almost 22 years now. So for me, a fixed mindset is somebody who believes that their skills or their gaps or whatever they are, are fixed and that they have little control over them. And so someone might say, for example, "Well, I only know environmental law", or "I only know M&A law, and that's all that I can do", or "I can only get a book of business for X amount of dollars", or "I'm so shy that I'll never be able to develop a book of business". So they see a gap, and they're daunted by it, and they resist the change and it holds them back. But a growth mindset, at least in my opinion, is someone who's motivated by those gaps instead of being discouraged by them. They don't view those gaps as shortcomings, but they view them as opportunities to grow themselves through dedication and hard work, and they're intentionally and thoughtfully always pushing themselves, and taking risks and failing, and learning from those risks, and getting up and doing it all over again. It can be very scary and intimidating, but that has been critical for me, throughout my career, to have a growth mindset.
Chris Koehler: I could see certainly how that would help as outside counsel, expanding your quiver. How has that helped you inside in the last two years?
Kelley Barnett: Well, first of all, although a lot of in-house lawyers are hired for a specific niche or practice area, so for me, it's labor and employment, you are often asked to step outside of your comfort zone, either on a volunteer basis or non-volunteer basis, to pitch in and help in other areas. And the pandemic was a great example of that. You can't turn down those opportunities if you want to develop credibility and trust within the organization that you work in. For me, it's raising my hand whenever there's an opportunity to get involved in something else, like a finance issue, anything that helps me hone in my business skills. And by taking advantage of those opportunities, I think I've really developed a good reputation with my executive team. And so it's just as important for me as it is for someone at a law firm to have that kind of mindset.
Chris Koehler: Kelley, when you were practicing with us here at the firm and you had a question or you needed to collaborate with somebody or wanted to just bounce an idea off somebody, it was easy to just walk down the hall and talk to one of your colleagues or friends. What do you do now that you're in-house? Have you been able to replace that, or how do you do that?
Kelley Barnett: That's a great question. Going in-house can be very lonely, especially if you're the only lawyer in the practice area, and for me, that's the case. I'm the only employment lawyer. I love the people that I work with. I have a great HR team, a great business team, a great executive team, but I'm the only one who's there to answer the questions about labor and employment issues, so I don't have people internally that I can go to. I just try to figure it out. It's something I've become very good at, is just figuring it out. It's a very fast-paced environment, so I don't have a lot of time to research and do some of the things that I might have done at the firm, but it's just me. Sometimes I'll call outside counsel to maybe get a second opinion or talk through an issue, but normally it's too fast-paced for me to collaborate. I have to come up with the advice and give it to my executive team so they can move on it.
Chris Koehler: I guess that's where your growth mindset comes in.
Kelley Barnett: I've learned in-house, sometimes it's better to be done than perfect, that you don't have time for perfect. You just don't.
Mike Smith: So is there anything you miss about law firm practice, other than Chris and me?
Kelley Barnett: Well, I think Chris just mentioned one of them, and that is having that support network of lawyers right down the hall. I do have a great team of people that I work with. I love the people at AmTrust. They're just wonderful. They're very bright. I have a great HR team, but I do miss having that camaraderie of lawyers right down the hall to kind of bounce ideas off of. That's what I miss the most.
Chris Koehler: Kelley, at the end of our podcasts, we've been asking our guests to leave the listeners with a couple takeaways. Are there any final takeaways that you'd like to give our listeners today?
Kelley Barnett: Sure. The first one is, keep developing and maintaining relationships, whether you're inside counsel or outside counsel, whether we're talking about internal stakeholders, or lawyers at your firm, or external relationships. You never know where you are going to land or where they're going to land, and how those relationships could be important down the line. The second thing is, learn your client's business. That is the best way to be a great advisor to your clients, whether they're inside counsel or outside counsel. And then the third thing I'd say is, take a calculated risk. Get outside of your comfort zone, get used to being comfortable being uncomfortable. I think all three of those things have been critical for me, and I think they're critical for any lawyer to develop, no matter what stage of your career that you're at.
Chris Koehler: So again, the three takeaways that Kelley provided: keep and maintain those relationships, learn your client's business, and take some risk, expand your knowledge base and grow yourself. So Kelley, thanks very much. We see you occasionally, but it's nice to have you back at the firm, and we miss having you here. I'll speak on behalf of Mike. We miss having you here, so it's good to be able to get together and talk to you again.
Kelley Barnett: Thanks. It was great to be here.
Mike Smith: Thanks for coming, Kelley. We appreciate it.
Chris Koehler: So that wraps up yet another episode of Shoveling Smoke. Thank you for checking in with us, and we hope you listen in next time.
Mike Smith: Shoveling smoke is a production of Evergreen Podcasts. Our producer and audio engineer is Sean Rule-Hoffman. Thanks for listening.