When it comes to filling board positions, finance, HR and technology executives routinely command the most corporate attention. Legal executives are often dismissed, viewed as functionaries for certain subjects, narrow in their professional scope.

Yet lawyers can bring enormous value to a boardroom because of their training and ability to anticipate risk and other potential problems, according to a panel discussion of three public company directors, two of whom worked as GCs.

People who are selecting board candidates should realize that an attorney is “not the GC because they were the smartest lawyer; oftentimes they’re the GC because they’re the best thinker,” said Laura Schumacher, the former chief legal officer at bio-pharmaceutical company AbbVie Inc. She also serves as a director for General Dynamics and CrowdStrike, a cybsecurity company.

“The law teaches us how to think about both sides, how to anticipate issues, how to see around the corner. And all of those skills are very, very important to be a valuable board member,” she said. 

Schumacher was joined by Kristin Campbell, the former general counsel for Hilton Worldwide Inc., and Cynthia (“Cindie”) Jamison, the chairman of Darden Restaurants Inc. and Big Lots Inc., for a webinar hosted by BarkerGilmore, the executive search and advisory firm. Campbell is a director of OfficeMax/Office Depot parent The ODP Corp. and Regency Centers. Both she and Schumacher joined BarkerGilmore as strategic advisors in 2023.

Moving from a legal role to company director can feel like “an unnatural avenue” for many people because boards interact frequently with a company’s lawyers and outside counsel. 

“One of the things I have found is there is definitely a preconception that makes it more difficult for a lawyer to get on a public board because if someone thinks of a lawyer as a legal functionary, you think, well, I already have one of those because I have a general counsel,” Schumacher said.

The panel offered a few tips for GCs and other in-house attorneys seeking to become a director of a public company:

• Ask yourself why you want the role and if your schedule would allow it. “If and when something happens, you lose control of your calendar and your time completely,” Jamison said.
• Be an observer when possible. Being in the boardroom will offer a glimpse into how boards operate and deliberate. 
• Become versed on the company’s overall business strategies and challenges, apart from its legal issues. Directors must think broadly about the company, employees and the industry in which they operate. “We’re not really talking here about fiduciary responsibilities under Delaware law, that’s all table stakes,” Campbell said. “This is really about bringing your best game and your best experience and your best talent to the table.”
• Talk with executives and others who interact with boards. Ask about the role and what the work involves.