Podcast with Sahana B. Satyanarayan, In House Legal Counsel, Vestian Global Workplace Services

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Hey guys, welcome to LexDiscuss Cafe. I am your host Avinash. Today we have an extraordinary

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guest joining us. She is a legal powerhouse, a tailblazer and a true advocate for legal

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operation. Please give a warm welcome to Sahana Satyanarayan. She is a seasoned legal strategist

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with over 15 years of experience in shaping legal landscapes for business and leaders.

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So Sahana, thanks a lot for joining on the podcast.

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Thank you Avinash. Thank you for having me. It's been my pleasure to be one of your guests on this

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podcast. The pleasure is all mine. So let me start. My first question is, having spent more than five

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years as an independent consultant in a law firm before transitioning to your in-house role,

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could you share the motivation behind the shift and the key adjustments you had to make?

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Yes, usually you know, from transitioning from an independent consultant to an in-house

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counsel role, typically involves a lot of adjustments that we have to make. And of course,

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yes, there are some motivating factors also, like, you know, the first is the stability and security.

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Moving into in-house, you have a more stable and predictable work environment

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compared to the fluctuations of the independent consulting. So that the stability can be more

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appealing when it comes to your work-life balance and a consistent income. So that's one. And of

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course, yes, there is a deeper integration when you are an in-house counsel. It's like, you know,

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you have an opportunity to become deeply integrated into the operational decision-making process of

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the company that you are employed in. So that's one. And again, you know, this integration allows

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you to understand what the business is, what are their objectives, and how can you add value

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from your legal expertise and action and integrate it to these objectives. So that is something that

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is always that I wanted to look upon. And of course, yes, as an independent consultant,

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you are focusing on multiple clients. But here again, as an in-house counsel,

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you are only priority is your employer. And it actually gets very rewarding as you close on

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more contracts, more deals, and it's personally very rewarding. And of course, yes, there are a

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lot of adjustments that we, you know, when there's a transition happening. So one is that, you know,

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you have to have it, a shift in the perspective. Like I said, it's not about what you want to talk,

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it's also about what the other person wants to hear. So as an independent consultant,

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you would be wondering, like, these are the native principles and there's a lot that you needs to follow.

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But when you are in between a group of people who are actually looking for the objective of the

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business, so your legal advisors should align with the objectives of the business. And that is when

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you have to mend their legal principles into such that it actually fits into the tube of the

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objectives of the legal business. So these are the adjustments that I made in my transitioning

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timeline. Of course, yes, it's been like 5 years now, transitioning from the house to the legal

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council. So yes, it's been personally very rewarding to me. Thanks for sharing that

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remarkable story. And you know, my follow-up question is that, like, as you said, that,

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you know, as an external counsel, you are more just concerned about the law. Okay,

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these are the risks associated with that. But as an in-house, you have to, you know,

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the right word was frame or what if I, what was the word that did you use?

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It's like you need to tell what the other person wants to hear. Yeah, right. Absolutely. Right. But

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see, that's what I'm saying, right? You know, doesn't this bring you in a very controversial

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and a very difficult position because the law is what it is and the business is what it is,

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right? Business objectives are there. Manage this. So it is not controversial or something

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which, it's just that how you articulated it, I must say, you know. Say suppose you cannot say,

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okay, this is what the legal principle is. Yes, of course. Yes, it is. But this is the business.

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This is what the business needs are. How can I meet the compliance standards or the business needs?

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Ensure that the company is covered, one. Two, the interests of the company are covered legally.

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And at the same time, how far we are ensuring compliance. Ensuring that there is a win win

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situation at both ends. Instead of, you know, like just saying, okay, it's not a deal breaker kind

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of thing. Like if this or that. So we have to always find a mid-ground. So that is where actually

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the role of in-house counsel makes it more comfortable and you have reached that mid-ground.

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Remarkable insights there. And you know, see, this is one statement I think I hear a lot,

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is as an in-house council, a lot of people management is also required versus just like

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knowing your shit and like knowing all the laws that, you know, are going to affect. Like

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people management becomes really important. So how do you think people should develop the skills?

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Yes, as an in-house council, you're not just doing your work independently,

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like here in my organization. I'm a one-woman army, I can say that because I handle the legal

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aspects alone. And yes, of course, yes, I do my work, but I am integrated in all the other teams,

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like the business teams, the Finance, the HR and the operations teams. So there are a lot of things

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that I need to take the inputs on what the business is, what the business perspectives are,

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what are the commercial angles involved in it. And if any contract is there for a negotiation,

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what is it the client is wanting? How big is the business? And how I can ensure that without

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breaking the deal, how we can very tactically ensure that our interests are covered. At the

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same time, we give this leverage to the client that yeah, we are in principle opening to this,

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this, this. But however, this is what we have been doing. And this is what they would request you to

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retain in our clauses. So these things will help, you know, to ensure we are on the right part of

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the negotiation and the contracts. At the same time, of course, yes, the business is happy that at the

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end the legal is not making any problems. So that's like, you know, there's not a lot of back and

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forth happening. There's not a lot of redlining happening in the contracts. So of course, yes,

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it's a win-win situation. Absolutely. Absolutely. A very good friend of mine once told me, you know,

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in contracting and in negotiation, you should know the rules, but you should also know when to

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break the rules. Right. And I think that's really the key to find a win-win situation.

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Okay. Let me ask an interesting question because I saw that in your profile, you were

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a independent council and then you moved to in-house and some people feel that that's a

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better trajectory. That's a better path to become an in-house council. And some people believe that,

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you know, it's all about knowing your in-house shit and the quicker you move as an in-house

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council. Essentially, if you have started your career as an in-house council, ultimately,

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you will become a better in-house council. So what are your thoughts on this?

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Of course, yes, there is always a growth trajectory you will always see, you know,

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like in the initial year as an in-house council, you will try to understand on the

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modalities and the integration within the internal stakeholders. And then when you are

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interacting with your clients and their legal teams, so you are understanding towards the law

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and the business. One, it is that your acumen as a legal professional will increase three

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folds. That's what I feel. And communication is the key in the entire aspect. And of course, yes,

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you will be an in-house council, then you will become a group council, then you are going to

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be a general council. So this is the career growth that as an in-house council get to see.

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Just for one company or an independent consultant, of course, yes, we'll have

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multiple clients, we would have reached the same heights, but it's a different

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ballgame altogether into a corporate. I think both are equally rewarding, but for me it was...

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Very diplomatic answer. I will not accept this answer. You have to give me a final answer. Which

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is the better path? Your path or the other people's path? For me, my path was very good. I mean,

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I have focused that, okay, this is what I want to become. In the next five years,

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do I want to be still an in-house council? Yes, maybe. And I also want to be on the board of

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advisory as an independent director. So this is what I have had. What is it for me in the next

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five years? What is it for me in the next 10 years? So I have that role, but maybe when I've seen it,

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okay, I'm tired. Let me not get into corporate. Let me just sit and relax and have my consulting

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done. Because yes, I think I could also do that in the next part of my life or in the next 10

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years. But yes, I think both have its own good and bad. Again, very diplomatic answer, but I'll

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let it slide. So, you know, your answer gave me a very interesting thought. My question is that,

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you know, when you're looking at the career of the people, a lot of people are shifting from

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an independent council to in-house, but you don't see that happening a lot in the reverse direction.

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A lot of people as an in-house council becoming an independent council. So do you have any guess

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why that may be the case? Because, you know, like, see, there's one sense of security and there's a

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stable job. Like you are covered in that position wherein you are getting elevated day by day,

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and your responsibilities are getting more and more. Be it in one company, maybe in one company

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today after four years, you feel that, okay, I've learned enough about this particular industry.

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I want to venture off then suppose for example right am now in the commercial real estate industry.

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Say now in the six to eight years, I feel like I should work in the technology industry. So I may

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transitions from one industry to another industry, and again, more acumen and expertise among all

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industries and, you know, reach a height where, you know, I'm a person who has really worked in

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what all the industries and that entire expertise at the end of 10, 15 years is a different

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experience altogether. So yes, that is where people would also think like maybe after, like,

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you know, once they retire as 50, 55, then they feel like, okay, yeah, I've had all this. Let me

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now become an independent director or be a corporate advisory as a board member. So that is where

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the career usually takes people with that. Makes sense. Great answer there. So now let me ask a

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very interesting question, and this is because you have, you know, donned both the hats. My question

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is, if animals were to pursue legal careers, which species do you think would excel as a litigator

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and which animal would be best suited for an in-house role? In that case, I would say as the

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realm of litigators, I think, you know, like you need to have certain qualities, like you should

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have that assertiveness, intelligence, and you should have the ability to communicate effectively.

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So I feel chimpanzees, panabos, who are known for their complex social behavior might

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excel in the field of litigating. And also dolphins, for that matter, they are a very

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highly intelligent species. And when it comes to in-house councils, you need to have that key

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attention to detail, adaptability, and you know, you need to have that structured environment to work.

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So I think octopuses. Yeah. Octopuses may be the species that would fit into an in-house role.

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So you know, you feel like you have these small sized fingers, but when the octopus actually,

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you know, encounters this, it's very difficult. Great analogy there. What I think is that, you

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know, especially one person, army like you, who are working in a company, I interact with

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them a lot and I had the fortunate to be friends of some of them. And what I feel is that they're

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really overworked. The amount of work and the amount of things a single legal department person

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is juggling is just astonishing to me. That brings me to a very interesting question that I have had

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thought about a lot. What is the right time a company or a startup should hire their first

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legal counsel? What usually happens, you know, like the first four, five years, five, six years,

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everything is outsourced to the externals. It becomes more of a case-to-case basis or when there

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is only contracts coming in. But at one point in time, what the businesses start feeling is,

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you know, there is a need for somebody, but there's a big turnaround and comes into demand.

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That is where a lot of people think, okay, we need to have legal resources,

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who's got to be in-house in the company. So I think, yes,

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that's really the first two, three years. But I think the trend is very different these days.

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The startup will have, from the day one, there is an in-house counsel already there. They would

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look into the end to end compliance of the company, who would also do legal check, the compliance,

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the risk management. So everything comes, starts from day one. I think the trend is slowly changing

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very much. Like, let's push it out to the externals instead. The companies are now

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focusing on having an in-house team of lawyers, themselves.

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Wise words, Sahana. Now, data privacy and AI being the hot topic these days,

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my question is, with data privacy, technology, regulations constantly evolving,

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how do you ensure that you stay updated and your teams remain prepared for the upcoming changes?

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I think continuous learning. I mean, of course, as you rightly mentioned, like you have a new

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set of technological rules, of course, AI, generative AI, chatGPT, and many things coming in. There's

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a lot of new technologies coming in, and it becomes very important for the lawyers,

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especially in-house, to stay updated. And we have to focus on continuous learning.

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That's the only way to ensure that you are on the right track for ensuring that you are

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updated yourself. And of course, yes, there are a lot of professional development that we can

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pick up, like seminars, workshops, a lot of conferences that take taking and subscribing

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newsletters, blogs, and the like. And of course, networking within the community,

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that will help you a lot to ensure that you stay updated. So the seminars and workshops may give

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you a little insight as to what is happening. But networking at a larger scale within the

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legal community will help you understand the experiences what the other person is actually

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facing is also something that you tend to pick up. And of course, yes, adopting the legal technology.

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So I think we should embrace ., like initially, there was only smartphones, which had only less

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features. Now, the smartphones also have AI and everything. So likewise, I think even in our data

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management, or with our compliance monitoring. So I think we should also embrace legal technology

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solutions, and ensure that we as well in-house counsel department, the process has to set

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with the right AI powered tools, such that you know, the mundane tasks of review or just this

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thing is taken care of and streamlined within the AI itself. And there is not much work that

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human can put into it.

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Wow, great insights. And you know, this brings me to the next question I was going to ask,

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you mentioned about legal technology and mundane tasks. So imagine that you had a

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genie who could grant you or who could take away three mundane tasks that you're performing right

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now. What would be those three mundane tasks? So in that case, I would recommend something

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which if I have had a genie and if it just give me three tasks. First, we should be like to have

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an enhanced document review, some AI powered document system, which can, you know, accurately

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and efficiently analyze all the legal documents and all the contracts, any case laws that I

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specifically need to, you know, give it somewhere, something like that, which also would help me,

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you know, saving significant time for legal research or any due diligence tasks. And the

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next is giving me an analytics to risk management. Say suppose if I had a contract review to be done

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like 400 or 500 pages, and what I would only see is where the risk clauses or something which

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has a liability clause. And instead of I going through all 500 pages, the AI only picked up the

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risk clauses or the liquidity clauses that would help me to quickly identify such risk management

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I mean things. An automated contract drafting, which will help us say suppose I need to send

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an NDA to somebody and all I just need is just give a turn. I also feel personally on the MS Word,

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the copy replace option that is there, sometimes, you know, like a huge document, how much of you

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are profiled or you thorough review of your documents. There are such human errors which

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we get into it. I think AI can help us there and of course this would be my request from genie.

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Thanks for providing such great examples. But you know, I had this curiosity and I wanted to

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understand it a little further. When companies win the growth hierarchy as your company is,

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what are the typical documents a company has to face? What are the top three documents?

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NDAs, customer contracts, vendor contracts. These are the top three I can know.

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Amazing. This is what I wanted to understand because this is something I'm also trying to

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understand in my personal and professional life. What constitutes a good review? Like how do

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lawyers evaluate whether the review done by another human or AI for that matter? Is it good or average

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or really bad? Of course for me and when I have set the SOP, like this is what is allowed, this is

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not allowed. And of course, yes, as a mandate from the company and the business or the management

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as it is. This is what is the risk appetite, you know, like in a contract or in a project that we

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can take up. And this is what is our limitations. So at any given point, we did the reps and

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warranties or intellectual property or in many of their indemnities or their liability clauses

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or even your insurance clauses and in your termination clauses. We need to ensure that

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we are not going to cross that line. So these are the things which we have a very thoroughly

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review it. And of course, yes, it is not as per our acceptance or it is something that we

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cannot accept. We usually push it back. Then there's a negotiation and again, back and forth

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negotiations. And of course, yes, when we try to make the client understand or the vendor understand

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what is the intention behind these modalities and the clauses that we have put up. And of course,

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yes, there are some times that we get into convincing mode and the client or the vendor

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get injury coverage. And yes, it's a good way to go contract. But again, certain things may not

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happen all the time the same way. And we have to somewhere at that time, amend our reviews on that

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particular point and see where we can reach on that ground and what does the risk appetite

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the company has or that particular project requires. So on these objectives from the

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business becomes very crucial at the end of the contract negotiation. That's thought-provoking

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perspective. Because we have been informed from quite credible sources that you are a fascinating

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legal strategist. So my question is, how do you perceive the potential of AI in legal compliance

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and risk management? How do you think AI tools can increase efficiency and business growth

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within the legal department? I think it has an immense potential, Avinash, especially into

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legal compliance and risk management, if I have to say. So tools can analyze a vast amount of

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legal data quickly and accurately. So it can identify patterns or risks and compliance

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issues that may be missed by humans. So these kinds of things can help us hitting predictive

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analytics. That is what I see, AI-powered predictive analytics, which help us forecast

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potential legal risks. The dashboard is very new. You can say, okay, this contract or these

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are the risks, these are the things that needs to be taken care of, or these are the challenges that

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is there. So I think these kinds of analytics from the AI tools will help ensure that we are

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alerts us and it can help reducing legal risks and exposures in potential laibility. Also, we can

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streamline the processes. It can free up our high-volume tasks, like you said, as in we are

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mostly overworked. With AI, we can ensure that higher-value tasks are taken up only when all the

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mundane tasks can be taken over by AI and only complex legal matters or only which would actually

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matters to contribute to the business growth can be taken care of by us humans. So that way,

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I think AI can definitely help to ensure that the legal departments are processed well and

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that enables to business growth. Wow, very interesting points there. And you spoke about

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the concept of predictive analytics and one of the best-used case for this is helping in-house

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councils build a better litigation strategy. So what are your thoughts on leveraging AI-powered

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analytics to better inform in-house departments decision whether to actually go and prosecute

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the case or whether explore other avenues? Well, as far as, yes, in the in-house roles wherein

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there are prosecutions which would cover if we have to sue our company or any of our vendors.

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Even before we take the prosecution role, I think we will have our other ways to ensure that we

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don't end up in a litigation in the first place. So we have a mediation in law. We are also getting

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an arbitration and ensure that there is a mutual understanding or, you know, like,

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a place where you can settle your matters before it goes to the court. That is what I think in-house

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councils should actually aim at, not waste time on litigation in the long run. But eventually,

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whatever has to go to litigation will definitely go. But however, I think as a primary focus of

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in-house councils should be always to ensure that there are as less as litigations do pop up.

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And the company, well, it saves a lot of time, saves definitely a lot of money.

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Yeah, absolutely. Great point there. This brings to a very interesting topic. Recently, we built a

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predictive analytic tool for an IP firm in the US. So they told us, okay, these are the categories,

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these are the factors that we're looking for. And right now, after six to seven months, we have been

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90 to 80% accurate in terms of our predictive analytics. But that brought me a very interesting

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observation that how do we build a tool like this for Indian legal departments? Because if you look

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at especially for the IP litigation, it's all about the interim relief, right? If you get interim

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relief, you are set. If you don't, then there's very few judgments on final merit of the case,

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should I say. This is the point number one. And the second point I wanted to bring for Western

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companies, litigations are hugely expensive. When we compare it to the Indian litigation,

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obviously it's expensive, but it's not as expensive as our Western counterparts have to incur.

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So how do you balance these two factors? Understanding that, you know, you have very

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few precedents, because if there is some particular area that you are, you know, deciding,

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a lot of them, there's not a huge number of cases to, you know, give you exact data.

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And the second thing is that litigation itself is not really that expensive.

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So how do Indian legal departments decide in general whether to go for a litigation or,

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you know, go for a settlement or some other avenue? See, again, I think you'll have to assess what the

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situation of the case is. So only you feel like, okay, even if I vote on the litigation more,

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will this stand for me? So I think that is the primary decision that the company has to make.

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And two is, are you ready to invest the time and money that it requires? For again, of course,

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as you said, litigation is expensive, so are the litigators. Because yes, I may be an

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in-house console. Of course, if there is a litigation, I'll have to again hire an external counsel board.

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So again, the cost is almost doubled. So there is a cost added to it. And it is not just one day's

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job. So it typically takes two to three years of your time. So do you want to invest that time and

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money? So I think this is the first question a company will definitely first see before taking

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a call to go into litigation. Of course, yes, if it takes a ton of criminal activity or anything

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as such, of course, yes, that will become as usual. Yes, of course, you would have to follow

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the same rule. But however, otherwise, in case of there is an IP litigation or if there is a

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service breach or breach from another company. So I think these could be dealt even without

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taking into a litigation work and ensure that all this is covered in your contracts really well.

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So in case if there's a breach and if your vendors are not in a position to cover that breach,

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how are they charged? Do they have professional indemnities in place so that even in such breaches,

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if your vendor is ready to indemnify you for such breaches, are they covered with such insurance?

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So I think it again counts to the bottom line of how efficient your contract drafting is

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and what are the key factors you have in there and such that, you know, it gets resolved there than it goes to the Court.

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Wow, very thought provoking answer. That kind of brings me to a funny question because we all

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have seen those Western sitcoms where, you know, a guy will say, I will sue you. And we have had

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that impression that in Western countries, there's a lot of frivolous suits being filed.

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After being an in-house counsel for such a long time, what are your thoughts on

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companies being subjected to frivolous suits in India?

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I think it's just a waste of their time. I mean, even if its for something which is very simple

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or a minor task which could be negotiated sitting across a table could help you, I don't think you

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would be investing your time on it. Of course, yes, I have been a lawyer, an independent consultant.

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I have had cases fight myself, but in a scenario wherein everything is just moving, we don't even

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watch a reel for two minutes a day these days. Time is money. When a scenario is time is money

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and with all the respect for the people who are litigators, I feel that litigation should always

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be your last resort and not the first one. Like I said, you need to decide whether it is really

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something that you want to invest on. It's just like your investment portfolio. Do you want to

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invest on go over the money or real estate? Likewise, do you really want to invest on

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litigation as a company that definitely matters? Wise words there, Sahana. As we all know,

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every company is adopting AI technologies left, right and center. So my question is,

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as an in-house counsel, how would you ensure the responsible and unbiased implementation

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of AI technologies within the legal department and outside the legal department?

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I think ethical framework like you need to have that, establish a clear guideline and principles

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to use the AI technologies within the department. So this framework should emphasize fair values

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like fairness, transparency, accountability and non-discrimination. So these are the, I think

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you need to first establish a framework to use AI in a specific way and to ensure that the ethical

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standards are upheld. And also you need to have to have strategies to mitigate bias. So I think

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that's something very important. You need to have measures to identify and mitigate bias in

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the algorithms and data sets that's used in legal applications. So this may include all like

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conducting a bias audit, diversifying the data training, even using algorithmic fairness technique

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for that. The AI system produces equitable outcomes for all stakeholders. And of course,

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yes, there should be a transparency and externability to what the AI is and

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how is it coming up? Yeah. And how is it helping your decision-making process?

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How are data points are integrated and how is the analytics that is getting produced?

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So again, reliability and you know, to have that validity and that potential in that AI

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should feature. Human oversight and review, of course, yes, we are at the end of the day

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humans and we do tend to make mistakes. So that is taken care of. This is what worries me how a

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legal person is supposed to understand all these concepts and whether the data is biased or not,

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like how a legal person would actually go there and understand that. Yeah, we need to make sure

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that we run such audits. What are the data points we are giving to the AI to come up with an answer?

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So it's not that AI can do everything by itself. Of course, we have to intervene to ensure that

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the algorithms that the data are running and all the people who are developing such AI tools for

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the legal run are, you know, somebody who are more free like you. Of course, yes, we are also

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into the same world and there should be people who know that, okay, these are my data. This is what

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the algorithms that if we run and this is where there's no bias in the data that will come in.

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I think that's the only way. I mean, of course, yes, you would know because you are into the same

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world. Lawyers like me wouldn't know. Exactly. This is what worries me that how would lawyers

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in the future would be ensuring compliance when the technology itself is getting so complicated.

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Like off the record, we are talking about some secret AI experiments we are doing for better

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targeting. So my question is, I know what the data points have been given. The results they are

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producing may be fair. They may not be fair. So what do you predict in the future? So imagine

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this. There's an AI we are using to target our prospective clients. There are a lot of factors

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that are feeding into the system and the AI is producing that here you have the best probability

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and the AI is not explainable. The AI can't explain that. A lot of lawyers, I think,

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confuse on this point that they presume that most of the AI is explainable, but that's actually not

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the case. So, right, imagine this that AI is not explainable. It is telling us to target customers

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in this way. We are not offering any model to the third party, but we are using this tool in-house.

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Do you think in the future a company like me will be in the hot waters because we are using

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an unexplainable AI and an AI which is biased? I think even the companies who are making AI tools

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should also ensure customization to extend that what the company really wants. Suppose

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if we have to take in the industry that I work in, our commercial real estate setup,

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we look into a lot of factors as to what our clientele should be, what the business modalities

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are. The toolmaking company should ensure that they understand the modalities of what the

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industry is, industry types or industry subtypes, and get into the objective of that business.

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Then I think it can take up data points. It should have business objectives. What is the

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competitive analysis? What are the competitors? What is the compliance element that such kind of

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business has? What are the materials that are required? What are the clientele? What is the

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financial trajectory that it should maintain? These are the data points that I think should be fed

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in an accurate way which should suit from an industry to industry. Of course, it has to be

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thoroughly customized as to what the client really wants. Only if these data are captured in the

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right way, I think only then AI can be productive of what it can provide.

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Very wise words there, Shana. I know this brings to a very interesting question which is being

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asked to me more and more every day. The question is like this. I am a company. I am doing XYZ

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business. Now there's this third party company, AI provider company comes to me and they says,

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okay, take my AI model. Now the first company which is doing XYZ business, it is asking whether

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I should insist upon an indemnity clause. Later on, if there is some future regulation that comes

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into the picture or some future lawsuits that come into the picture on me because I used your model,

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should I insist upon an indemnity clause? Of course, yes. I would say that should be a

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foundational clause. I mean, it should be a main clause because you never know how the future is

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shaping up, especially in Western world. Today it may be AI or chatGPT, or maybe five years down the

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line I think we don't know what technology would emerge. So I think, yes, since the technology is

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so evolving, so are the laws. That's always been like that. Initially, there was no computers. Then

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there were a lot of IT crimes happened. Then we had IT law in place in India. So in the other

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countries, there are now a lot of data breaches. So there is a lot of importance on the data

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privacy. I think every step or every technology or every improvisation that happens, I think that

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will have some hiccups here and there, which will make the regulators ensure that such regulations

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are there, that energy compliance is there so that the companies can run in a smooth way.

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So yes, I think your next five years, what would come up?

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Exactly. This brings me to the other side of the table. Now think about these AI tools company.

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Now, as you said, that whomsoever they're selling, they should insist upon indemnity laws. Now these

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AI tool companies are coming up and saying that, guys, if we agree on this, we are essentially

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agreeing to uncapped liability. Isn't it? If you put a cap on it by saying, you know, 300% or 400%

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cap, then the other company is saying, I don't know, this may be sufficient. This may not be

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sufficient. And the AI tool company now thinking by agreeing to this, are we betting our company?

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Like, how would you navigate if you are an in-house counsel of an AI tool company?

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I think there's a two way to look at it. You know, say suppose if I'm capping the

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liability for 4x or 5x. Right. Say suppose it's a 1 crore contract or 10 crore contract of an

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AI tool. 10x is what, 5x is what 50 crores. In the five years down the line, what if

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the liability that the company would occur may not even be 5 crores, Why would I be giving you the 5x of

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the cap? So if there's an unlimited cap, of course, yes, that would get into a litigation mode.

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It would get into a discussion as to, we will be only liable to what is the loss that is incurred.

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So that is also one way to look at it. And the other way to look at it is that it's

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always better to cap your liability to the contract value. That is what I usually see.

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Whatever be the industry, you know, like, you know, in Alzheimer's, you are in an AI tool company,

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I would definitely cap my liabilities to whatever is the contract value. And of course, yes,

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everything has its own validity. I mean, we would have a run of contract, maybe we would

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be only doing it for two years or three years. And then of course, yes, the validity of the

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contractor is also something that will be a factor to consider upon. Another key factor is that what

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actually made this loss be incurred is also a factor that has to get investigated in a very

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systematic way. And we have to see if it is, if such losses are incurred solely because of us,

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is this attributable to us? So these other things, again, we have to cross verify and then see,

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and what is it that we have to be payable or liable of?

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Absolutely. Well said, Sahana. So now get to the rapid fire section.

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We have to answer these questions very quickly. The first question is guilty or not guilty,

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staying up all night to finish legal briefs? Not guilty. I mean, of course. You're lucky.

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I'm not guilty of it. OK, second question. Jury is still out on this pineapple pizza?

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I'm not in for it. I mean, I love my pizzas with cheese. But of course, yes, maybe people who like

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both salt and savory or the cheesy part. All lawyers are so diplomatic. Third question,

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paper airplane champion or keyboard shortcut master? Keyboard shortcut master, because

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efficiency is the key. Wise words. Fourth question, your biography is written today?

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What would be the title? I would say unstoppable. Wow, really creative answer there. As we are

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running out of time, let me ask you the last question. What advice would you offer to aspiring

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legal professionals who aim to follow a career path similar to yours? Well, I think now the trend

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has changed. I think I was a 90s kid. I was a 2010 pass out lawyer. We had our very restrictive

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growth and of course, yes, there was a different journey for us. Today's professionals are much

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way smarter. But of course, yes, I think for people who want to follow an in-house career path,

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you should gain diverse experience coming into this role, you know, which will help you become

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a person who are with a well-rounded skill set and perspective. So, which is very important.

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You have to always focus on continuous learning. That is something this is always similar like

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you are a student of law all through your life. You be a lawyer or in-house counsel or a group

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counsel or a head of legal or a Supreme Court judge for that matter. You have to have always

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ensure you focus on the continuous learning. That will only help if you ensure that you stay updated

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in the legal developments and trends. And I think as human beings, you know, like we have to

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develop analytical and problem solving skills. We have to think that analytical skills are really

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very important these days. We need to ensure that we address legal issues and provide strategic

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advices to clients. So, this is, this becomes really very important. And of course, yes,

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we need to ensure we build a very good, robust professional network wherein, you know, we get

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support and sites and collaboration from professionals throughout our career. We have

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to always embrace the technology and innovation. To all the communication skills, I think

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communication is the key. You know, like these days, if you have a good communicator, I think

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half the job is already done. All will be to have that ethical integrity. I think these will be my

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few cents to the young professionals who want to, you know, navigate into the in-house legal role.

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Very wise words there, Shana. And you know, one of the questions I get asked a lot by law

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students these days is that getting first job as an in-house counsel is really difficult.

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So, what would be your advice if somebody wants to ultimately become an in-house counsel?

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What should be they doing in the law school? Should they be doing more internships there?

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What should be their focus? Of course, yes, nowadays it's become really very easy for people

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to get hired by the companies. Just like any other engineering background, there are campus

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hirings happening for the law schools as well. Of course, yes, internship in companies

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between your summer or breaks will definitely help. One is you'll understand not just your

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work profile, but you'll also understand what the company is about. So, that exposure is very

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important. But I think these days it's really very easy, not like our times is what I feel. I mean,

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of course, yes, it comes with their whole set of checks and balances and expertise and everything

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what the person is bringing to the table. Ultimately, you need to have that right mindset

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to ensure that you can adapt and align to what the business is. So, I think that becomes really

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very important. Thanks for those invaluable lessons. So, Shana, thanks a lot for coming on

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the podcast. It was absolute blast. We had such an amazing experience. Thank you so much.

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Thanks for this wonderful opportunity. This has been an interview with a very different approach.

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I mean, usually the last time it was a job interview. After that, I have never hadan interview

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like this. This will definitely be a very remarkable and a very memorable one for me

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because it was a very good interaction and it was really very nice. Thank you so much for

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having me at your podcast. Thank you. No worries, Shana. The pleasure was all mine.

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Thanks again for coming on the podcast. Thank you for tuning in in another enlightening episode

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of LexDiscuss Cafe. If you enjoyed today's conversation with Shana, don't forget to subscribe,

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share and leave us a review. Until the next time, remember, legal excellence is the foundation

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of business success. Stay legally empowered and we will catch you in the next episode.