Canadian general counsels (GCs) are no longer grading external counsel on responsiveness or expertise alone. Today, managing external counsel means testing whether a firm understands the business, and not just the law. Here, three GCs tell Lexpert exactly where most firms still fall short.
Managing external counsel starts with knowing your business
When Laure Fouin, Associate General Counsel at Coinbase Canada, describes what she wants from outside firms, she starts with what she does not want. “ChatGPT can give me the full list of regulations that I need to look at and interpret,” she says. With AI, research is no longer the gap, it seems.
Fouin spent 14 years in private practice, first as a partner at McCarthy Tétrault LLP, then at Osler, Hoskin & Harcourt LLP’s blockchain group. Her specialty is rare in Canada: securities regulatory work for crypto dealers and registrants. That background gives her a precise sense of where firm value begins and ends.
“What I need from outside counsel is advice based on my risk appetite and based on my business priorities,” she says. Firms need to do one thing above all: understand the product. Advice must be “actionable, risk-adjusted and really business-centric.”
Félix Turgeon, Chief Legal and Real Property Assets Officer at Alto, the high-speed rail project connecting Quebec City to Toronto, frames it the same way. He manages multiple specialist firms on separate mandates:
- DLA Piper LLP on deal structure negotiations with private partner consortium Cadence
- Torys LLP on impact assessment and indigenous community engagement
- Dentons Canada LLP on procurement
The model is deliberate: match the expertise depth to the matter. “To do a good job, you need to understand the political context applicable, the social license context,” Turgeon says. “The technical framework, the schedule, the stakeholders, the commercial — all of that is required.”
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What AI has changed, and what it hasn’t
Fouin is direct about what AI has done to the baseline expectation when managing external counsel. Regulatory lists, statutory summaries, preliminary research — AI handles these faster.
Things AI can do effectively
Internally, Fouin uses AI for two things:
- information retrieval: finding product charts or fund flows that Coinbase staff created
- as a critic: she feeds her own legal analysis to an agent she has trained to challenge it, not validate it
But Fouin is equally direct about the risks. She describes a recurring problem: AI citing specific statutory provisions that do not say what the AI claims. “When I go and look at the law, the provision isn’t there. It doesn’t say what the AI is saying, which is mind-blowing to me.”
Her verdict: “The AI is not there yet.” That gap is where external counsel either earns their place or lose it. Judgment, risk calibration, and business-specific advice are the only lane worth competing in now.
The business partner standard
Sherry Wendt, VP Legal and Chief Compliance Officer at Cenovus Energy, spent approximately six and a half years in non-legal roles at Cenovus. It includes leading investor relations, then downstream strategy, then value chain optimization. She did all these before returning to head the legal function and build the company’s first centralized compliance program.
That detour reshaped what Wendt expects from legal advice, including instances when managing external counsel. Her CFO told her during the investor relations years that knowing the company’s story is entirely different from being able to explain it to someone else. The same standard applies to external counsel.
“When the only tool you have is a hammer, every problem can start to look like a nail,” she says. Counsel who arrives without understanding where the business is headed will consistently misread what the client actually needs.
Ensuring compliance across borders
The Husky acquisition in 2020/2021 transformed Cenovus overnight into a global operator, adding offshore Atlantic Canada operations, US refining, and Asia Pacific interests, primarily in China. Multi-jurisdictional compliance across Canada, the US, and Asia followed. Outside firms advising Cenovus need to navigate conflicting regulatory frameworks, not anchor to just one.
Curiosity as a non-negotiable
Three GCs from three different industries, yet one word came up in every conversation, unprompted: curiosity. “Be curious. Ask questions. Don’t restrict yourself to ‘I’m just legal,’” says Fouin. “You ask so many questions, and never stop doing it,” adds Wendt. Turgeon agrees: “Be curious, ask all the questions that come to your mind. It’s key.”
Curiosity as a criterion in managing external counsel
For Turgeon, curiosity is a screening criterion, not just for internal hires, but also when managing external counsel. For Fouin, it unlocked a regulatory path the entire legal team had written off, not through better legal analysis, but by spending time with the product team. “Everyone in legal thought it was one thing which couldn’t be done,” she says. Understanding the product changed the answer entirely.
For Wendt, it came as early-career advice from a senior colleague: never stop asking questions, especially of peers outside the legal team.
All three suggest that managing external counsel well comes down to the same standard they apply to themselves:
- show up with genuine curiosity about the business,
- give advice connected to strategy, and
- know that legal analysis, while necessary, is never sufficient on its own
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