In Conversation with Mr Amitabh Lal Das, Director & Head- Legal, Compliance and Regulatory, Max Life Insurance Company Limited

Mr Das, would you please tell our readers what motivated you to pursue law and what were the formative years of your professional career like. What to your mind has been the biggest highlight of your legal career? 

Law as a career was an option B for me and the Indian Administrative Service (IAS) then seemed to be the natural Option A, dictated perhaps by provenance related societal conditioning and expectations, coupled with aspirations developed from witnessing the celebration of the success of seniors on cracking the civil services exams during my B.A (Hons) and M.A. days at St. Stephen’s College. However, since success eluded me in Option A, I took recourse to Option B but plunged myself wholeheartedly in a career in law, with a commitment to work hard, learn and make it worthwhile. Of course, in deciding law as Option B, I had dwelt upon the many synergies that I thought I had to become a good lawyer, including drafting skills, reasonably decent articulation, a logical mind, ability to connect dots, etc. The apprehension was that in a profession where lineage does count to a certain extent, I would be a first-generation lawyer and I would often worry about how I could get access to a good library or afford to procure the latest judgments, etc., which in turn would provide a competitive edge. 

My formative years were a journey in discovery and learning and constantly assessing my skill sets against new benchmarks that I discovered on the go as well as trying to figure out how to improve and plug any gaps in my skills sets. This journey started with a corporate law firm (Vaish Associates) but traversed into a different stream as I moved to working with one of Delhi High Court’s iconic lawyers (the venerable Mr A.S. Chandhiok), a very hard taskmaster and a superb teacher with the reputation that in his chamber you learned in one year what you learned elsewhere in three years. Thereafter, my career entered the “questions of law” ocean when I joined the chambers of M/s Suchitra & Atul Chitale in the Supreme Court, and then meandered into setting up my own practice upon getting empanelled by a number of PSU’s on their panel of lawyers. This journey suffered some sort of a setback and came to a halt with the long-drawn strike of lawyers in 2000.  In such uncertain times, I was advised by a former senior colleague, a guardian figure, to apply for a scholarship programme in the U.K. I did and much to my surprise and exhilaration, I got selected. I completed the Certificate Course in British and EC Commercial Laws and Practice as part of the Chevening Scholarship from the College of Law in York in 2000 and did a short term placement with a law firm in London. When I returned to India in 2001, my worldview had changed and I will talk about that and its impact of my career progression elsewhere.  

Here I must share that in my formative years my quest was towards getting the right approach, the right way of thinking, the right way of writing those thoughts and the right way of adducing arguments, requests, etc. I was always trying to validate my approaches whether during preparation with our senior or during court hearings either of our chamber or of others’ that I would attend just to learn from renowned seniors who would be arguing, and observe the judges, pay attention to their questions, comments and body language. In this phase, I also learnt the value of the right attitude and the importance of treating any assignment or case in a holistic manner and not compartmentalizing the same between what is fit for a lawyer to do and discarding other components of the task as not fit for a lawyer. In other words, if the case requires a lawyer to go to the registry and figure out why there were objections to a filing or even paginating the files according to the Court files, doing inspections to make sure that the files are up to date as per the court files, etc should not be seen as non-lawyer jobs but as part of the whole task on which the lawyer has to deliver and the lawyer gets invaluable learning about the functioning of the justice delivery mechanism ecosystem in which s/he has to operate. The other crucial learning that I acquired in this formative phase was that the legal profession was about giving comfort, whether to the client or to the court but that comfort could only be given through sheer consistent hard work, lot of preparation and a genuine disposition of honesty and integrity. 

It is difficult for me to pinpoint anything as the “biggest highlight” of my career and for that matter, there may not be anything so momentous or filled with the colossal consequence that I could bandy about as the biggest highlight. I have lived my career through small and ostensible achievements and felt excited about little gratifying situations for myself or for a client or for the companies I have worked for. One thing in my current job that I have felt really happy about is the fact that my team has transformed itself from a tentative position (when they were without a functional head for over a year before I joined) to a very confident, highly respected and regarded team in the company and the industry, having won several internal accolades and external awards, recognitions and appreciated publications. The icing on the cake for this is the comment the Company CEO recently made about the team being not only the best legal team ever in the company but the best he has seen even in his earlier stints at blue-chip corporations.  

You have worked in the litigation departments of many leading law firms in the initial years of your career. What prompted you to switch to an in house role? 

When I returned to India in 2001 after the UK Scholarship and three months thereafter in USA exploring opportunities, my new worldview led me towards corporate law. In London, through the good offices of the Chevening Scholarship, we met with the crème de la crème of the British legal profession and I was struck by the impact and glamour of the transactional or non-contentious lawyers. The other telling experience that stayed on my mind from the London experience was the fact that as Chevening Scholars we were afforded a guided tour of the London High Court and our tour guide was a Barrister. The Indian scholars, including me, were astounded since in our awareness barristers were hugely successful and rich lawyers. So, we asked our barrister tour guide and he explained how he was compelled to have a side job as a tourist guide to supplement his income since the supply of barristers was more than the demand and in that situation, those barristers with rich and deep social and political moorings were better set up for success than the others. While it was a fleeting thought that if I had to practice litigation in Delhi the same situation of a lack of local network would apply to me, it was more the attraction to the transactional legal practice that dictated my choice towards corporate law at that stage in my career. 

It also dawned upon me that since the Indian economy had opened up in 1992, foreign direct investments flowed in encouragingly, and if that were to continue there would be many transactional opportunities.  and being a lawyer behind such cross-border transactions would be very exciting and that is where I wanted to be. So, after coming back to India I joined a large corporate Law firm (Kochhar & Co) that did a lot of work on in-bound investments and transactions related to the same. The goal for me in my corporate law firm days was to be a well-rounded business lawyer but once when I wrote an opinion to a client in a business that I was not familiar with, the client pointed out that it was an academic opinion as he did not know how to translate it into action at his end and I realized that I had no idea of how business worked from the inside and what the fate of external legal guidance is once it has left the external legal advisor’s desk or computer.  

While I was mulling over this lacuna in my desired business lawyer profile, I represented the law firm at a very prestigious international legal network conference in Seattle where I met with a number of law firm partners that had moved in-house and I learnt from them that they had made the shift for understanding businesses better and from the inside and also for work-life balance. While the latter was not on my mind as I was still single and did not need anything other than work (particularly because one got a percentage of one’s hourly billing for the firm!), I got an insight into how my desired profile of a complete business lawyer could be accomplished. This internal stimulus got a fillip from some external stimuli; viz. two realizations. First, law firms in India were largely family-owned or created and run by a charismatic and successful lawyer, where one’s professional growth may never go beyond a paid partnership. Equity partnership as in the West was not the trajectory/path in most law firms at that time. Secondly, newer and exciting opportunities were emerging for in-house legal roles in the MNCs that had set up businesses and offices in India in the wake of the economic liberalization. For me, it was a convergence of the internal and external stimuli that led me to switch to an in-house role. 

In my in-house stint, there have been numerous learnings and I am sharing some key ones here. An in-house lawyer must necessarily communicate with colleagues in a manner and language that is easily comprehensible to them. The lawyer must assess from a legal point of view but the delivery of the assessment should be business-friendly – free of legalese, jargon, technicalities, etc and must explain things in the manner easily understood by the recipients. Legal wisdom needs to be couched in the language and idiom of the business. The advice must be practical and not academic and should never use the “double-handed” approach of handling legal queries which usually goes like “On the one hand…., and on the other hand”. In that sense, an in-house lawyer must first consider herself /himself to be a person of business and then a lawyer. It is, imperative, therefore, to understand the business of the company and its moorings very well so as to apply the legal knowledge optimally to its functioning and be more effective in the role. As an in-house lawyer, one must be able to implement the entire legal advice given to the Company on one’s own if one were compelled to and as soon as this maxim takes root, the legal advisory skillset automatically improves. Finally, unlike in a court case or client advisory in which action is largely reactive inasmuch as the response is provided to questions asked, the in-house role requires a perpetual proactive orientation such that, as part of the business, questions or issues that could arise for the business should be anticipated and possible solutions or mitigants worked out and shared with the business or stakeholders before they are asked.  

Business strategist or jack of all trades. How would you describe the evolving role of General Counsel? Would you please tell us briefly about your roles and responsibilities at work? 

The one description of the evolving role of the General Counsel that resonates completely with my experience and learnings is from a Korn Ferry Institute article published in 2008, titled “Legal Function Transformed” by Nancie Lataille and Gabriela Kilby and I quote: 

“The title ‘General Counsel’ takes on a new meaning. Rather than a technical expert with an understanding of many areas of law, today’s general counsel is a well-rounded business person with technical expertise in law. This leader aligns the function’s strategy with that of the company.” 

Similarly, in their 2012 book, “Indispensable Counsel,” Norman Veasey Christine Di Gugliemo characterise the new type of General Counsel in the following words: 

“Here is a corporate officer who is in the middle of everything that is happening in the corporation particularly during these stressful times of scandals and meltdowns……At this point in history, they are very much considered valued legal advisers but are valued for their opinion and judgment on a lot of other issues touching the business. They really can be on the pulse at all times.” 

These American characterisations are true for General Counsel in many progressive Indian companies as well. However, such centrality and criticality of the role does not come as an entitlement but springs from the individual earning the trust of the key stakeholders of the company over a period of time. I have seen that as the management and boards see the good work, a positive attitude, collaborative spirit, a balanced persona with a sound sense of judgment, a results-driven orientation, quest to understand the business, the strength of honesty and integrity, general effectiveness as a leader both for the function and the organization who will keep the interest of the organization paramount at all times, there will be increasing reliance on the General Counsel and that in turn will widen the scope of the engagement from purely palpable legal issues to all business issues for inputs based on a three-sixty degree view of the business. At that point, the General Counsel becomes a trusted and desired partner for the management as well as a strategic asset for the organization. 

In very recent times, I have also heard from my HR consultant friends who shape views of organizations as to the type of talent that businesses should hire, that there is an emerging concept of “General Counsel Plus Plus.” In other words, some organizations would like to have General Counsels, who have acquired expertise other than law and who could perform a larger business role in addition to handling the Legal function. A lot of General Counsels, including me, today also handle Compliance, Regulatory, Public Policy Advocacy, and have oversight on board and corporate governance with the Company Secretaries reporting into them but I guess this emerging concept could embrace more and will be defined by what additional skill sets the General Counsels bring to the table but we will have to wait and see if some current General Counsels can pave the path here. In contemporary times I am aware of two Indian General Counsels who actually took CEO roles (one is a former GC turned CEO and the other one is currently the CEO) and in the U.S. this number could be much higher; by some accounts, in 2008, 8% of US CEOs had a JD qualification and a 2017 NYU Law survey showed a 9.1% of CEOs out of a sample of 1500 companies had law degrees. 

So, there is potential for General Counsel to take broader roles with the right additional qualifications and skillsets and the fact that such prospects exist today even in India bear testimony to the crucial role that businesses have seen GCs play. The question is how could this become possible and I think that it will help us as in-house lawyers if we strive to build a “T-shaped” personality, which means vertical domain expertise of depth and richness and horizontal skill sets that augment the functional expertise and bring in other complementary skills that are critical for running a business along with general leadership skills. 

The job description for my position that broadly outlines my roles and responsibilities requires me to counsel and advice the company on the entire gamut of legal, compliance, company secretarial, and commercial matters. As part of the Executive Management Committee (EMC), my remit is to help define the vision and operating framework for Legal, Compliance and Regulatory matters, including advising the Company’s leadership and the Board of Directors, and to partner with the Board and JV Partners on corporate governance. I am also responsible for building and managing world-class in-house legal capability. I am required to work closely with IRDAI and other regulators, and to build, institutionalize and drive compliance awareness and culture. I work very closely with the Risk as well as Internal Assurance functions and am a member of various Management Committees and attend all Board and Committee meetings (except Nominations and Remunerations Committee). Additionally, I was given the responsibility to start a structured Diversity & Inclusion programme for the Company and I lead that initiative as the EMC Champion for D&I. Currently, the CEO has also mandated me to lead a project to augment the controls within the company. 

Your legal career has been nothing short of an inspiration for many aspiring and young legal professionals. Who are the mentors you have looked up to and admired? How have they helped you in shaping your career? 

I have a deep sense of gratitude for how my career has shaped up but it has been an ordinary career and not anything inspirational, in my assessment. However, I do feel that some of the learnings that I have had could help young lawyers, choosing a similar career trajectory, to be better prepared for performing well in their roles from the first day and it is with that belief I have taken the liberty to share my learnings in as much detail as was possible in this interview format. A lot of young lawyers reach out to me on LinkedIn for advice and guidance and I am always happy to do that. 

In my case, I have benefitted from learnings picked up from my seniors who I had the good fortune to work with. I remember Mr O.P. Vaish’s pearls of wisdom that as a lawyer you may not know everything about a business but even in a short meeting with a client, you could learn the most important and relevant things if you ask the right questions. I am fortunate to receive Mr Chandhiok’s blessings even today and the learnings from him stand me in good stead even now and the support I received from him when I set up my own practice in terms of case referrals are heartwarming memories and I am forever beholden. In my in-house roles, I have learnt from business heads and CEOs as well as global legal and other functional team members who have enriched my domain expertise and have afforded me an understanding of perspectives that I, on my own, would not have been able to conjure up. I am inspired by some of my peers as well as my juniors (from past associations) who have worked very hard to attain huge professional success and reputation for themselves. In all of this, I have realized that if the disposition is open to learning and betterment, there is an abundance of opportunities everywhere and from everyone, we come across. As individuals, we are a sum of our experiences and absorptions and there is no limit on how much one can absorb if that is a clear intention. 

How crucial is it to gain an understanding of multiple legal systems for an in-house lawyer today? 

A broad understanding of multiple legal systems, particularly if the in-house role is in a company with footprints in multiple legal jurisdictions, is definitely going to be helpful and will give one an edge. However, if the in-house role is in such an organization, the understanding will come from on-the-job learning. I believe that such understanding is not difficult to pick up and, therefore, I will not regard it as a prerequisite for such a role. I know of lawyers who actually have qualified as a legal professional in multiple legal jurisdictions and that I think maybe more relevant and helpful for a law firm lawyer working on a lot of international transactions or international arbitrations versus an in-house lawyer. I did also qualify the UK Solicitors exam in 2005 but in my in-house roles, apart from a bragging point and some immediate awe and respect, that qualification did not beget me any wonders. For an in-house role, I would place a higher premium on a lawyer having a strong network of legal acquaintances in multiple jurisdictions than having an in-depth understanding of those legal systems. 

How did your team at Max Life Insurance Company Limited respond to Covid-19? What are some of the operational issues in-house company law departments are facing today because of the pandemic? 

My team decided to respond proactively to enable the business during COVID 19 by taking out a daily regulatory tracker of the legal requirements in each district to be followed, first under the Indian Epidemics Act and then under the Disaster Management Act, in addition to other applicable laws and regulations, to ensure proper handling of our offices and customers in all the cities we have a presence in. It also picked up the notifications of districts that especially called out insurance as essential services and wrote to those districts where we had offices which did not have insurance listed as insurance services or those that did not come out with notifications to request them to call insurance out as essential services on the lines of those districts that had done so. The team also ensured that any documentation, permission, etc for offices to be opened for customer services were also prepared well in advance to obviate any delays, etc. Such initiatives were hugely appreciated by business and became a benchmark for other functions. 

The operational issues actually stemmed from the very welcome and early decision of the company to let employees work from home. The work hours increased with a blurring of work and home time and the number of meetings went up, leading to stress and health issues. Then, some of us found our homes to be not best equipped to work from home for a long period and we missed the in-person collaboration and bonhomie. Having said this, there were no operational issues that were insurmountable and we have, on a balanced analysis, done rather well as a team. 

From LMS to document management systems, is there a tech toolkit every company can adopt? What do in house legal departments of the future look like? 

There are multiple tools that can be adopted and there are budding service providers for very interesting solutions. Some could help you get alerts on any cases filed against your company; others could help you find the best lawyers in any given city based on algorithms, yet others can complete the draft of a contract clause the moment you input the heading and then you could customize. As in-house lawyers we must keep meeting with such service providers, including start-ups, to understand the possibilities that exist today or might emerge in the future, with a view to also determining which ones would suit specific organizational requirements best. 

The in-house legal department of the future will surely be more process-driven, better organized and leveraging the technology-based offerings more than today. It will be able to manage its ecosystem more efficiently and will reduce operational costs. In my MNC job experience, legal operations set up under the General Counsel did result in economies of scale, better processes and efficiency, all of which did prune costs. Such widespread leveraging of a legal operations outfit in Indian companies, to the best of my knowledge, has not become commonplace but would surely become so in the future. 

If the smart contracts based on blockchain technology become the norm, the future legal departments may look very different but I am not in a position to make a prophecy in that regard. 

How do you see legal compliance frameworks changing with the emergence of AI? 

AI  must have a substantive base of data to yield results and I am not aware if many companies are doing that. However, in case they are doing so and there are AI-based offerings made available, the same will help in detection and monitoring part of compliance frameworks. That, in turn, will enable targeted remediation as well as training and that too at the root cause level. In Legal, AI should help more in strengthening research and quality of arguments because of the incisiveness that will emerge out of AI-based tools.  

What are your views on pre-litigation strategies for in-house legal departments? Do we see more thrust on ADR mechanisms in the near future? 

In my view, in-house legal departments should instead be strategizing on how to avoid any disputes and litigation at all. It is not a natural corollary of a commercial enterprise to want to be embroiled in litigation as that is not its raison d’ etre, which is actually to carry on its business without disruptions or frittering away of management energies, bandwidth and financial resources on litigating. I have not met a business manager or a CEO who is excited about litigation. However, if litigation is inevitable, the pre-litigation strategy would be helpful and my two cents on this is that the in-house legal department must finalise their counsel in advance of anticipated litigation and devise the pre-litigation strategy along with the litigation counsel. Where disputes are not avoidable or cannot be otherwise settled, ADR mechanisms would be more preferable in the first instance. 

Does standardization of contracts have its own peculiarities when it comes to the heavily regulated Insurance sector? 

The incidence of heavy regulation in the insurance sector may not be too restrictive on contracts so standardization could and does work. In fact, the regulations prescribe, wherever applicable, the contract terms to be included in a contract type and that lends itself to being included in the standardized template and even helps in eschewing negotiation on those points with the other party, who if it wants to enter into a contract with an insurance company, cannot argue against the inclusion of the terms prescribed by IRDAI. 

What is your take on the notion of Work-Life Balance? What keeps you busy other than work? Tell us about your hobbies. Any movies, work of art or books that have had a profound impression on you.

In my view, work-life balance is for each individual to define and live. For me, it may not happen on an everyday basis but I do manage well enough to feel that in a year I did work hard, took some vacations, spent time with family, particularly my kids and even pursued interests and hobbies. I follow some principles unless absolutely unavoidable – I tend not to work on weekends; I have off phone hours when I do not carry my phone with me and I set expectations with people so I don’t disappoint them. I also avoid post-work office revelry or time out with office colleagues, which I enjoy doing when we go on offsites or other important company events when the family knows I am out and is not expecting me. I have also found that if you have a strong and empowered team, that is indeed a blessing. 

My two boys are 10 and 12 years old and they keep me busy and I love my time with them. In the last few years, I took up running and ran 16 half marathons between September 2017 and October 2019 and that was another avenue of being busy pursuing a rather boring hobby. I am also a big movie buff and love watching movies with my kids. My wife and I loved Seinfeld and we could spend hours watching that sitcom on the DVDs that we had picked up from one of our US trips and nowadays I relive the Seinfeld humour sometimes on my own on Amazon Prime on my IPAD and that refreshes and rejuvenates me. I force myself to read as well and, in some phases, end up reading quite a few books but of late I am buying far more books than I am able to read.  

You have 25+ years of professional experience. It is said that success is easy to achieve but difficult to sustain. What has helped you achieve and sustain success over a long period of time? What advice would you have for others who want to achieve success in the legal profession? 

It is perhaps easy for another person to comment on one being successful so I take your statement in that spirit. In my own mind, I am still a struggler, grappling with so many things I don’t know, don’t have and won’t get and there are so many others who to me appear to be far more successful. So, at a philosophical level, I am not craving for being successful. What is definitely of importance to my person and soul is that I have worked on my own terms and conditions, without having to compromise on my values or wanting to have something at someone’s cost. I am a strong believer in working hard and smart, giving it my best shot, doing my job with honesty and integrity and having a desire to improve my own self and the outputs that I produce. I have been open to taking up challenges and that reflects in the different industries that I have worked in and taken up jobs when I did not have any experience in that industry. I have followed the premise that good fundamentals will work in every industry. 

So, even after 25+ years in the profession, encompassing the entire spectrum of professional legal services – litigation, arbitration, corporate law firm, general counsel – my mind is currently stuck with the words of the title of Marshall Goldsmith’s book, “What Got You Here Won’t Get You There.” And, I am fussed about reinventing and reskilling myself and I must confess I am working hard at it and seriously so. I am also trying to figure out what is “There” for me and how could I get to it. How I wish I had such success that I could rest on the laurels for the rest of my life but that is not the case, and I continue to be a struggler. As an in-house counsel, unlike an independent litigation lawyer, the in-house journey comes to end with superannuation and one must, therefore, know what one wants to do after that and plan for it. 

As I mentioned earlier, I share my advice freely with youngsters, many of whom I don’t even know other than through a professional networking platform. And, I have encapsulated my learnings in my responses to the first few questions of this interview and would be happy to provide more specific advice should someone need and reach out. 

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