The Chief Legal Officer: Strategy and Judgment on the Corporate Board

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Chief Legal Officers, along with other lawyers serving in the C-Suite, possess the skills and expertise boards desire in directors, making the CLO community a rich pool of qualified board candidates.Chief Legal Officers, along with other lawyers serving in the C-Suite, possess the skills and expertise boards desire in directors, making the CLO community a rich pool of qualified board candidates.

The title and role of the Chief Legal Officer (“CLO”) has grown by more than 200 percent since 2011 according to a survey by legal search firm Barker Gilmore. In 2026, lawyers are now a mainstay of corporate executive teams, playing a key role as advisors to the CEO and board and shaping strategy and decision-making in an increasingly complex corporate world.

I once heard someone describe the CLO as the “conscience of the company.” As a former CLO and CEO myself, I know that good judgment is a job requirement and takes years to fine-tune. CLOs are asked not just to weigh in as lawyers. A good CLO adds perspective on competing business and regulatory pressures, assesses legal implications, and guides the organization to the best decision at the time. This requires not just sound judgement, but a willingness to understand the business and its risk appetite, even while both are evolving – skills that are also required in the boardroom for effective corporate governance.

Some CLOs also have roles in HR, compliance, and cybersecurity. CLOs are required to understand AI, employee dynamics, data privacy, trade issues, tariffs, and regulatory frameworks, as well as act as a trusted resource to the board of directors. Good CLOs are agile, not just mentally but also emotionally. CLOs understand the art of relationship-building, both inside and outside the organization, and use those relationships to inform and instruct themselves and others.

Agility and relationship building are more important than ever in today’s rapidly changing environment. CLOs must stay up to date on new regulations and how they impact the enterprise. They must be able to advise on complex technology issues like AI, often without fulsome information. It is that ability to provide guidance, without all the facts, that makes the CLO the seer of the C-Suite.

Scanning the environment for risk and opportunity and responding decisively are part of the CLO’s daily responsibilities. The ability to do this well is what elevates the CLO as a trusted advisor to the CEO and board of directors.

Ironically, much CLO wisdom is gained from bad outcomes. Behind every lauded CLO is a collection of misses, some private and some public, that have paved the way for another pivot, another opportunity, and another connection to the hard-earned lessons of resilience, tenacity, problem-solving, and the art of effective communication.

CLOs are increasingly being chosen for other C-suite roles, including CEO. This occasionally occurs during a time of corporate crisis where the CEO had to step down suddenly, or in my case, where the CEO unexpectedly passed away. At that first board meeting, after being appointed interim CEO, I had the formidable task of deciding how to communicate to the employees that the CEO had died. I was in shock and grieving my boss, someone for whom I had tremendous respect.

We were a publicly traded company, and we couldn’t allow trading to happen while this news remained undisclosed to the market. My other priority was personally communicating the news to the employees, many of whom had worked for the CEO for years. The board wanted to make the announcement immediately, the next day, before market opening, and I knew that if that happened, the employees would find out before I could tell them in an all-hands meeting. With the help of outside counsel, we agreed that we could stop trading first thing, and then at the same time as our all-hands meeting, we would issue the press release. I held my ground on the principles and, working together, we came up with a creative solution to effect what we needed to do as a company, while also humanely notifying employees of this tragic news.

My own experience as CLO and interim CEO during a tumultuous time for the company underscores what my fellow CLOs and I already know: the role demands far more than legal expertise. It requires judgment, empathy, strategic vision, and the ability to lead when the stakes are high. In today’s corporate environment, the CLO is not only a guardian of risk and compliance—but a stabilizing force, a trusted advisor, and, above all, a business leader. The skills that make an effective CLO are traits of successful corporate directors.


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Cynthia J. Cole is a partner in Alston & Bird’s Technology and Privacy practice. Located in Silicon Valley, she advises clients across a wide range of industries on AI governance and transactions, data privacy and security, and tech transactions. She has held prior roles as general counsel and CEO and is a certified AI Governance Professional and a Certified Privacy Professional, both by the IAPP. She also teaches a class on data privacy as an adjunct professor at the Northwestern Pritzker School of Law and proudly serves on the DirectWomen board of directors.

Direct Women is a registered 501(c)(3) nonprofit under EIN 83-3461885.