In-House Counsel in Parent Companies: A Balance Between Two Roles
Gilles Mugnier, Deputy General Counsel, SNCF, France
One of the key-challenges for the in-house lawyers in parent companies remains to provide legal support to the Subsidiaries while ensuring the group governance. These two roles are contradictory. However, a successful legal department shall deal in priority with these two roles and shall endeavour to cooperate but also to provide and clarify group guidance towards Subsidiaries’ lawyers. The in-house counsel shall then base its role on three priorities: • Advising • Controlling • Managing legal risks. Dealing with these three tasks represents a daily challenge, and the return of experience is key. In addition to the advice to the managers of the Parent Company, an in-house counsel is expected to set up the general rules applicable to the whole group. This role has to be regularly combined with an involvement in operational projects and support to the various needs of the Subsidiaries. Leading and organising a legal department in a Parent Company differs from a pure operational department. Additional tasks are required as support to lobbying or knowledge management which also lead to increased costs and investment.
Gilles Mugnier is Deputy General Counsel of SNCF, within the group legal department. He is in charge of the legal strategy and guidance in the SNCF group. Before joining SNCF, Gilles was legal adviser in several companies in the energy and transportation sectors, mainly in charge or international projects and contracts. Graduate of Paris Bar and of the Geneva University, he has participated in several projects and deals in France and worldwide.
SNCF is a global leader in passenger and freight transport services with revenue of €32.3 billion in 2016, of which one-third on international markets. With 260,000 employees in 120 countries, SNCF draws on its foundations in French rail and on its extensive experience as an architect of transport services The group is composed of SNCF and two main Subsidiaries, SNCF MOBILITES and SNCF RESEAU. SNCF group carries daily more than 13 million of passengers and also through trademarks as KEOLIS, EUROSTAR or THALYS for passengers and through GEODIS or CALBERSON for goods.
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