ArcelorMittal Global General Counsel Sapan Gupta on his role, Indian Law Firms vs Foreign Law Firms and more..

Sapan Gupta is Global General Counsel at ArcelorMittal and member of Group Management Board. He joined the steel manufacturing giant in 2020 from Shardul Amarchand Mangaldas, where he was the National Practice Head of the firm's Banking & Finance team..He has previously worked with Sidley Austin in New York, after which he moved to Standard Chartered Bank. He has also served as Chief Legal Officer of Bajaj Finance, where he was responsible for setting up the in-house team..In this interview with Pallavi Saluja, Gupta talks about his time at Shardul Amarchand Mangaldas, his decision to go back in-house, his role at ArcelorMittal and how its legal team functions, hiring of lawyers and law firms and much more..Edited excerpts follow..Pallavi Saluja (PS): After spending 16 years as an in-house counsel, what made you join a law firm? How was your experience at SAM?.Sapan Gupta (SG): It wasn't my first law firm experience. I also did a law firm stint in the US for about 3 years, which was at a junior level, compared to my assignment at SAM. In 2015, when the erstwhile Amarchand divided, there was a big opportunity for SAM to open a Mumbai office and to set up a new practice verticals.It was a turning point for Indian law firms since the largest law firm was splitting. At that point of time, my expertise lay in Banking & Finance having spent time with Standard Chartered and Bajaj Finance. At SAM there was a mutually beneficial entrepreneurial opportunity under an established umbrella. The timing to set up the finance practice was correct at the cusp of the introduction of the Bankruptcy Law in 2016.It was a big challenge to start the practice from almost zero. It grew very quickly, to 35 lawyers, in just 4 and a half years. The experience of Shardul Shroff in the banking industry and the previous insolvency law was a huge plus, which helped in establishing the practice..In terms of personal experience, one has to be in an “always learning” mode to stay on top as a lawyer because you are the clients ultimate fallback, Unlike an in-house counsel, who can always go to a law firm to get an opinion confirmed.In this case, you have to have and show the knowledge, confidence and maturity to provide advice to the clients, that included bellwether banks and institutions.It was a great experience as a lawyer, it was an enriching experience to build a team from scratch. I thought I knew everything about law firms, having been an in-house counsel for close to 16 years, but every institution has its characteristics, which are different. Aspects like how to develop a client, conflict, managing client relationships and managing teams were quite new and sometimes it becomes difficult to understand and navigate. When you are new to the law firm structure, you have to build relationships within the firm before being amalgamated into its culture. So those challenges need to be patiently and positively addressed by building trust, by building new clients, by showing strength and also by helping your colleagues do the same with client in-house teams. You must share your skills with colleagues to be inclusive and form a cohesive team..PS: What was the reason to move out from SAM and go back to an in-house role?.SG: For four and a half year, SAM was great. It gave me a lot of confidence as a lawyer. Then it was time to redefine career goals once the book was built and the team was cruising. You ask yourself, ‘If you can do this, then why can’t you do something more?’Having spent a few years in New York and successfully passing the Bar to be a part of the US legal system, I wanted to do something more global with a foothold connecting me to India. I have become agnostic to whether it is in-house or law firm because I have toggled both. This ’opportunity gave me a much wider role that allowed me to use my past experiences and step away from the comfort of merely the financial sector. ’.PS: What is the strength of the legal team at ArcelorMittal across countries and how is the team structured? What do you look for when you are hiring lawyers?.SG: ArcelorMittal has a very stable legal team. Several of my team members have been here for more than 20 years and they are information powerhouses. Most of them have very strong grip on local laws, including industrial laws and labour laws. We do hire externally as and when the role opens up.For our global roles, such as head of litigation and head of antitrust, prefer people based in London or Paris and sometimes in Brussels because a very significant portion of our companies is based in Europe.In the last few years, we have hired from major corporates and major law firms. Post-COVID, the number of law firm lawyers looking to move in-house has increased, since the role usually offers a better work-life balance. That has helped us in hiring. We have also looked at campus hiring, but that is not an ideal situation because we are not as geared towards training young lawyers. Right now, we are concentrating on lateral hires. Recently, we have also launched an internship program where for lawyers to spend 6 to 12 months with us. It is open to direct applicants, not on campus recruitments. We believe the company’s rich history will lure these lawyers back once they have gained some experience..we have also launched an internship program where for lawyers to spend 6 to 12 months with us.PS: You mentioned about the strengths of your heads of various departments, but are there any particular qualities that you look for in lawyers for in-house roles?.SG: Cultural diversity and jurisdictional challenges are extremely high in our company . So, we need people who are adaptable. For the global role, there may be a matter in Brazil one day, and in Liberia the next. Both jurisdictions are extremely different. So, it is important to have the patience, to learn from the team and the external lawyers quickly to then fit that into the overall business requirements the company. Even our legal risk metrics need to change from country to country.Ability to communicate beyond just words is another extremely important attribute. A number of my team members do not speak English and in several local situations the counter party too speaks a different language. In such a situation it’s very important to build relationships, trust to understand from them continually.Third, is relationships with law firms. Despite a 200-lawyer-strong team, we can’t cover all areas. Therefore, we need to have the ability to work with global law firms.Fourth and perhaps the most important part is the relationship with business partners. The business needs to be treated with the same respect as a client, an internal client, therefore the ability to understand what the business requirement is and be solution-oriented is critical in global roles..Arcelor Mittal Legal Department has more than 200 Lawyers.PS: What percentage of the legal work would you say is outsourced to these law firms? What is the budget for legal spend?.SG: It’s very hard to specify how much is outsourced because it is varied and situational. Most of our M&A deals for instance are outsourced, a significant portion of litigation, after strategy, is outsourced. The contracts for procurement, sales and standard documents like NDAs are all done in-house. Specialists advise and newer areas like ESG are outsourced.The budgeting for legal is detailed, even if it is subject to last minute changes in areas like M&A and litigation. There are multiple layers in budgets starting with the global budget and then one set out by each country General Counsel, and legal head of a vertical. It helps to prepare the business in advance if a major aberration is coming up..PS: When it comes to outsourcing work to law firms, what do you look for in a law firm? How is it decided what work goes to which firm?.SG: We follow an empanelment process globally which we update annually. We do ensure that those on the panel get enough work to remain engaged. We also have a pre-approved panel in each country. There is flexibility on a need basis for country general counsels to make their decisions, but it must be a consultative process not an individual decision. The empaneled law firms are typically varied. Perhaps it is the outcome of varying abilities, but Indian law partners tend to huddle with friends when referring clients, rather than whetting the best lawyer, even if competing, for the client. This is not generally the case overseas. Each decision ultimately comes down to the merit and the cost.In litigation, we are seeing alternative, success-based fee arrangements from major law firms which some of the major English law firms do not indulge in yet. So, our choice is shifting towards US law firms, especially in litigation.Normally we loop in our business counterparts to build confidence before engaging external lawyers. Our relationships with the law firms and partners at the firms help with comfort when it comes to sensitive legal matters. It is therefore important for a general counsel to stay in touch and build relationships with firms..So our choice is shifting towards US law firms, when we are doing litigation... success fees....In litigation, we are seeing alternative fee arrangements coming out of major law firms on success fee base use, whereas some of the Magic Circle law firms or some of the English law firms are not there yet. So our choice is shifting towards US law firms, when we are doing litigation. So it also depends on which law firms are able to move with the market. Normally we take these decisions as a team and if the matter involves business guys, then we try to take them in confidence before we take the team up. Virtual has made it much easier. Law firms understand that they can make a pitch and sometimes a pitch could change the decision. It's always important for a GC to be meeting these lawyers and building relationships so that at the right time we can call them..PS: Would you say Indian firms are at par with international firms? Is there something Indian firms can learn from international firms?.SG: To begin with, I’d say global law firms can learn responsiveness from their Indian counterparts who tend to be flexible and available 24x7. Indian law firms are also less expensive compared to international law firms and I hope that remains..global law firms can learn responsiveness from their Indian counterparts who tend to be flexible and available 24x7.In terms of competency, Indian law firms are on point when it comes to the local legal system. The increase in number of firms however, needs to keep pace with India’s sizeable, growing economy. This means Indian law firms need to mirror their global counterparts more closely in allocating resources to training.Perhaps as a corollary to this, in international firms we see consistency in the quality of partners, while in Indian law firms, even within the same firm, the output of a lawyer can differ significantly from another.Other than associate training, the Indian law firms also need to institute tighter rules around conflict management, which presently differs from global law practice. This leads to difficulties with international clients, even when dealing with Indian law..PS: What impact do you think the entry of foreign law firms will have on the Indian legal market? Would your choice of law firm in India change if foreign law firms enter India?.SG: The opening of the market is exciting because it has been under review for decades. That said, at the moment it's not as meaningful as it can be. India has always followed the policy of gradualism that leads to things in steps. The hope remains that there will be clarity for international law firms to come and open offices in India.As far as work is concerned, we doubt a foreign law firm will be able to opine on Indian law. International law firms will possibly over time build a talent pool to deploy with their cost modules.For the work Indian law firms are currently doing, our choice would remain constant..PS: Coming from a global company, how easy or difficult has it been to do business in India?.SG: Ease of business has been improving. The Insolvency and Bankruptcy Code (IBC) has been an example of that. Arcelor acquired 4 companies under the IBC, which is a new law, instituted to ease conducting business in India.The federal-state coordination is critical and has been working for us in a few states.On the other hand, we face nuisance lawsuits which are more easily entertained in India, for example, public interest litigation or motivated litigation that tries to re-open decisions already taken by the highest court.For business the efficiency of the rule of law will be one of the most important factors in ease of doing business..PS: Do you think the diaspora of Indian lawyers in London is growing?.SG: It is, and it's growing at all levels. Couple of years ago, a lot of Indian lawyers from law firms were directly hired by some of the international law firms between 2 to 5 years of PQE as an off-shoot of Brexit. Language is a natural advantage for Indian lawyers along with Australian and Canadians lawyers that make a larger mix of the legal community..PS: How has the role of a GC evolved over the course of your career?.SG: There has been increased oversight and punitive action over the last two decades for businesses to recognise a more central role for lawyers. The legal department used to be a small and neglected part of the workforce that merely acted as gatekeepers. Now general counsels have board seats and executive positions which are accompanied with liabilities. It will continue to grow and still to reach its peak.