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Spotlight - Janet Kelly, General Counsel, ConocoPhillips

Posted on Monday, September 28, 2009

Spotlight - Janet Kelly, General Counsel, ConocoPhillips
Interview conducted by Judith Zahid

1.) Has the size of ConocoPhillips changed your approach to leading a legal department in any way? How much of your time is spent on managing the lawyers within the department? Advising the executive team or board of directors? Getting involved in specific legal issues?

I definitely have to be much more of a manager than a working lawyer. We have 120 lawyers around the world handling what can be very different legal issues - for example, issues in exploration can be very different than those in refining or trading. Because of the breadth, global reach, and number of people in the legal department, I can't possibly be the expert on everything. Instead, I work through other people and am more conscious of setting a culture that facilitates that, since I am unable to touch everyone all the time.

The structure I work within involves a leadership team of deputy general counsel who are each in charge of their respective departments - e.g., litigation, upstream, refining, commercial (trading), shared corporate services, intellectual property. Each Deputy GC is responsible for knowing when to involve me, and what is important enough that it will get to senior management.

As far as my time, about one third of it is spent managing the department, one third advising the Executive Team and Board of Directors, and one third on whatever is the hot legal issue of the moment (e.g., a transaction, a government investigation, etc.).

2.) As GC of the country's 4th largest publicly traded company, you are in a small circle of elite women lawyers and business leaders. Do you have much contact with women in similar positions at other corporations? Do you keep tabs on each other?

I don't really have contacts with women per se outside of Houston - although I know a number of women in similar positions I don't keep up with them just because they're women. In Houston, however, I've found a very active women's professional community, involving many in oil & gas companies and others from outside law firms that represent oil & gas companies. We have so much to share both professionally and personally. I've been amazed at how friendly and welcoming the community of Houston and the women of Houston are.

3.) Do you think that women and men have different paths to success and different challenges to being successful in law? How do you describe the differences?

No - I don't necessarily think men and women have different paths to success. I think both have to be competent, hard working and congenial. I do think that women are sort of socialized in a way that it's important to be aware of. I certainly grew up thinking that there was work, and there were friendships - and they were separate. And in a work setting everyone should be coldly rational. In my experience, work and relationships are much more intermixed in corporations.

I was reminded of that recently when I was talking to a young woman in the department, and she was fretting that she was "really smart and works harder than everybody" but wasn't experiencing success in getting her points across. My advice to her was that, yes, she was smarter and harder working, but that would only take her so far. To be successful, you definitely have to work hard and be smart, but you also have to figure out ways that work for you to influence and persuade. Giving the right answer is not necessarily enough. I think, here, most women should get different tips than those given to most men. Women need to be aware of relationship building as a part of working - not as something separate from it. They also need to be alert to the unspoken reasons that someone might be resisting a solution that seems perfectly logical. They need to be alert to the political structure.

And men do react differently to the same behavior when it comes from a woman than when it comes from a man. (I remember cursing once in a particularly long and frustrating negotiation - and the entire room stopped - you could have heard a pin drop. And trust me, I wasn't the first person to use the word.) I think a woman can ultimately use that positively, but you have to be aware of it. There are times when making someone uncomfortable can work to your advantage. But no one- man or woman - is going to be persuaded by you if they're uncomfortable. I do think men operate more naturally in the corporate culture - women might benefit from being coached on these issues, but once they're aware of them I think women can be extremely effective.

4.) How do you balance being a working mother of two with your professional career? Do you think being in-house makes a difference in terms of being able to balance? Has that changed over the course of your career?

You have to get comfortable getting C's in everything sometimes! Research shows women who work and have children are happier - but at times it feels totally out of balance and out of control. You have to know those times will pass. Recognizing that these stresses are out there helps.

I've always tried to have it be seamless between my home and work. I will get out of meeting to take a call from the kids; and I will get up from dinner table to get a call from a client. My family might wish at times it was different; but, at end of the day, this way worked better for me than having a strict separation. The truth is, I am constantly triaging. My family and work both know that if something is really, really important - I will be there for you. There is no perfect answer on striking this balance - if there were, more women would be in senior positions.

My one advice is to spend whatever money you can to get help. Get the house cleaned; get a nanny. Don't define being a good mother in terms of a traditional notion that you baked cupcakes for school. And, really, there are benefits to your children that come from you working. You can provide things to them that you can afford partly because you are working. I've also been able to take my children on some wonderful trips. I took my son to Paris on a business trip when he was 8 and we still talk about it. In addition, your kids are seeing a successful woman - and there is great value to that both for boys and girls. I think being a "good mother" starts with just loving your children; from there you'll figure out ways to make it work. But, I like to remember that what works does change as your career changes and your kids grow. I try to avoid a fixed model of what's good.

Working in-house doesn't really translate into shorter hours but it usually does allow for more predictable hours. By and large, you can say to a child - I'll be at your performance on Thursday night - and you can keep that commitment. The hours at an outside law firm are much more unpredictable, which is hard when you have young children.

5.) Does ConocoPhillips have an interest in non-litigation based models for dispute resolution? Is there anything you have found to be particularly effective?

We have found several non-litigation based models for dispute resolution to be effective. The fastest growing dispute resolution for ConocoPhillips is arbitration. We also use mediation. For corporate disputes, we have found it very effective to use an expert (perhaps a former general counsel or a law professor) to look at both companies' legal briefs and to then talk with both sides on how he or she sees the case - to point out the weaknesses on both sides. Then the two companies try to work it out.

6.) What was your worst legal assignment ever?

I can't say that I had a worst legal assignment, but there are a couple of transactions that stood out as being very unpleasant. As I look back on them, they were both memorable for one main reason - the lawyers on the other side were unprofessional. For one of these meetings, we were working out of opposing counsel's office, and I still remember how they ordered dinner for themselves and their client and offered nothing to our group. These same lawyers refused to call me a car to take me back to my hotel, as I was leaving at 2:00 a.m. In retrospect, it might have made it easier if I didn't let their unprofessionalism affect me emotionally. I probably shouldn't have gotten so angry. But, what I took away from these experiences was that I would never act like that.

7.) Are there ways that being a woman helps you in your work?

I don't know. I think being one helps and hurts in different situations. I think I do certain things because I'm a woman, but I'm not sure. For example, I can walk into a room and know immediately that there is enough tension to cut with a knife, and yet, certain men in the room don't feel it. I think having a sensitivity to what people mean and not what they say is very helpful and it is one of the things I counsel my lawyers on. It helps me - and, yet, I'm not sure if it's a woman thing or not.

8.) What changes do you think law firms could make to help with retention of female attorneys?

If there were one thing, I would say it is for senior partners to truly internalize that when women have younger children, they're going to face challenges that are going to make them not as fully 100% there at work as they would be if they didn't. But this is a defined period of time and much shorter than the span of a woman's career. And over time, you will have someone who has benefited from the experiences of being a mother and can bring those benefits to work. I have often thought that everything I need to know in a corporate transaction negotiation I learned from parenting a two-year-old. So - to get women through that time it is worth figuring out how to let women be part-time for awhile; or how to put two lawyers on a project instead of one to give each more flexibility.

I actually went to Sidley instead of other firms because they offered a part-time partnership option, which was rare in the late '80s. I never opted for that, but just knowing it was available always made me feel better when I was a mother of young children. Women need to feel that they are not stuck in an untenable situation - which is something that can gnaw at them. Maybe they just need to know there are options if one day they need to use a "get out of jail free" card.

I can understand that law firms face cost constraints, but if we truly want a diverse workforce - and I am a big believer in the benefits of diversity - the management of a law firm can't approach women with the mindset that anything women need that is different from what men need is "extra." This is not the right standard. The standard should be, we need the whole human race - and what do we have to do to get it?

Twenty years ago, I knew men who questioned why insurance should have to cover pregnancy - because they saw pregnancy as a "voluntary" condition. This paradigm looks quaint now; but what paradigms do we have today that will look quaint in the future? What part of women being different, today, do men think they shouldn't have to deal with?

I also believe the management of law firms would benefit from an awareness that women are very relationship-driven. To retain women, it is important to understand that women truly value close, enduring and meaningful relationships - and that they are more likely to come back to work from time off if they have personal relationships at work that they'll miss if they leave.