Walker and other general counsel who find themselves moving up in the world will have to approach their work from multiple perspectives besides just legal.
By Philip Bantz
August 1, 2018
Google GC Kent Walker got a big promotion this week that’s boosted him from just the company’s top lawyer to its senior vice president of global affairs, a job that will also put him in charge of Google’s philanthropy and public policy teams.
Walker’s elevation to a role that places him under the spotlight of public and political scrutiny shows that companies, especially those in Silicon Valley, increasingly want their top lawyers taking on broader issues. But those wider purviews can come with challenges as well.
“[The promotion] makes sense for a company like Google that has concerns about legal risks but also, frankly, public policy risks,” said Sarah Altschuller, a member of Foley Hoag’s corporate social responsibility practice in Washington, D.C. “People need to believe that Google is doing things in a responsible way from a legal perspective and a what’s-good-for-society perspective.”
Walker’s promotion comes as the company appeals a whopping $5 billion fine from the European Commission for allegedly running afoul of antitrust laws. The Mountain View, California-based company is accused of leveraging its Android phone system to smother competition from other smartphone software makers.
As the antitrust case unfolds, Google is grappling with its role in safeguarding U.S. elections against meddling and has implemented transparency policies for selling online political ads. And the company is still taking flak for extreme content that keeps popping up on YouTube, which Google bought in 2006 for $1.65 billion.
Walker has spoken publicly about all of those issues. Last year, when he and counsel for Twitter Inc. and Facebook Inc. were grilled during congressional hearings over Russian interference in the 2016 election, Walker said he was “deeply concerned.”
He also told lawmakers that Google was “founded with the mission of organizing the world’s information and making it universally accessible and useful.”
Neither Google nor Walker responded to further inquiries about the GC’s promotion. But it’s clear that Walker has become more than Google’s chief lawyer.
And that means he’ll have to maintain a delicate balance between legal, societal and policy perspectives, said David Greenberg, executive vice president for LRN, a consulting firm headquartered in New York that specializes in corporate culture, ethics and compliance.
“If you can get that right, if you can get the balance right, it can be a very productive and positive thing,” he said. “The challenges that confront a huge company are multidisciplinary and you really can’t separate them into silos. … If you put a lawyer in charge of public policy and he or she lets the legal point of view dominate, you’re probably not going to get things right.”
Google wasn’t the first to raise its general counsel to more of a public policy role, but the move could inspire others to follow suit. (Take Facebook, whose general counsel, Colin Stretch, recently announced that he’s leaving by the end of the year—as the company is mired in its own transparency-related public policy issues.)
But for companies that are tempted to emulate Google, Greenberg cautioned that they should avoid looking at this as a situation in which executives can simply toss over the keys to the public policy car and let the legal department drive away.
“It should be, ‘Let’s combine two vital perspectives into one function so we can get our relationship with society on a strong footing,’” he said. “Law and public policy are two aspects of the broad relationship between companies and societies in dealing with all the stakeholders involved.”
As for the corporate social responsibility aspect of the GC’s expanding duties, Greenberg said he just sees this as “another piece of a company trying to live its values in an authentic way.”
Michael Peregrine, a partner at McDermott Will & Emery in Chicago, wrote in a June 24 post on the Harvard Law School Forum on Corporate Governance and Financial Regulation that “CSR reflects the confluence of business performance; law and regulation; corporate governance; and social and environmental roles.”
“A company’s ability to respond to CSR depends in part on soliciting a diversity of related perspectives at the executive and board levels,” he wrote. “These should logically include the general counsel, whose portfolio extends well beyond technical legal issues, to incorporating moral and ethical considerations in her advice to the corporation.”
Altschuller, the Washington lawyer who specializes in CSR-related issues, said a shift in power dynamics has put the onus on companies to step up and speak with a more global voice on the impact they have on human rights and public policy.
“Historically, we’ve all looked to governments and now there’s a sense that governments, at least in the U.S., are stepping back and companies are being asked to take public stands that are often seen as political statements,” she said.
Charles Elson, a professor of corporate governance at the University of Delaware, added that CSR has “grown because the owners [of companies] have basically demanded it.”
“And what the owners demand you have to respond to,” he said.