Robert E. Bostrom, GC of Abercrombie & Fitch
The Abercrombie & Fitch brand may be the definition of “cool,” but in January 2014, the company hired a general counsel who is all business. Robert E. Bostrom has spent years working as both an in-house lawyer and outside counsel in the financial industry, including weathering the financial crisis storm with The Federal Home Loan Mortgage Corporation (Freddie Mac). Bostrom spoke with InsideCounsel about how he kept his team calm under that pressure and why the general counsel position can be lonely at times.
What changes have you seen in how you deal with the C-suite between your first job and now?
I think that if there's one big difference, it's the enforcement and accountability. The last seven years or so since the financial crisis, the atmosphere of enforcement has changed dramatically and compliance has become very significant and very much at the forefront of boards and management in a way that probably didn't exist before.
I think the corollary to that is that general counsel increasingly find themselves facing ethical dilemmas and challenging ethical decisions about a businessperson's desire to make business judgments. While they may be ethically and legally okay, they may not be the right thing to do. While those decision points always existed in the past, I think they have become much more challenging today because of the more challenging business environment.
You spent time at Freddie Mac during the financial crisis. With the financial market crumbling, how were you able to keep the legal team calm?
Constant communication — keeping everybody informed about what's going on, having a dialogue with them, being available to talk, and importantly, expressing appreciation for the time and effort and emotional stress that people were going through. A “thank you” means so much to somebody who has just worked 16 hours in a day. Also, be there with them throughout. If the leader goes home at 5 or 6 at night, it's hard for everybody else to enthusiastically work until midnight. Leading by example is very important, and being part of your team with your sleeves rolled up, in the trenches, throughout gives you a great chance to not only set that example, but to offer the emotional and intellectual support to keep pushing ahead.
What makes a good legal team player?
The team has got to be a collection of parts that's greater than the whole. It's got to involve people working together without egos getting in the way, without formally defined areas of responsibility getting in the way, and not only being encouraged through example and tone, but also making clear that the employee performance management system takes into account people helping each other as colleagues.
What advice do you have for young lawyers who aspire to be in your position?
Folks have to make a conscious decision that it's something they aspire to, and then, very thoughtfully, work out a plan to get there. Part of that plan is understanding what it's like to be a general counsel. It's one thing to say you want to be a general counsel, but it's important that folks who get there understand what it means, what the stress points are like and that it's something they want to be a part of.
So then, what is one thing that those not in the GC chair don't realize about the position?
It's a very lonely position. There are those X number of times a year when you have to make a very lonely decision, and it may not be popular. You have to convey that to either the CEO or the board and get them to trust you, to do the right thing. Sometimes that conflicts with business judgment. I think that what a lot of business people do is lose their sensitivities to these kinds of issues, and oftentimes, while you need to weigh the financial implications, they are not the only things you need to be sensitive to. Somebody's going to be looking at your decision through the rearview mirror with the benefit of hindsight. The lawyer, as the consciousness of the corporation, has to be the person who does that. And that gets to be a lonely job certain times of the year.