Become a Creator today!Start creating today - Share your story with the world!
Start for free
00:00:00
00:00:01
Ep 37: IPO, Acquisitions & Board Membership: Nithya Das, Chief Legal & Administrative Officer, Diligent
79 Plays9 months ago
How can legal leaders thrive while navigating major M&A and capital market transactions? How do you expand the GC or CLO title and take on broader executive roles? And how do you leverage your experience into a board seat?
Nithya Das, Chief Legal and Chief Administrative Officer at Diligent, has taken on each of these challenges and used the lessons she gained from them to advance her career exactly where she wants it to go. Formerly the chief legal and people officer of the so-called “AppNexus mafia” during the startup’s historic sale to AT&T, Nithya has led counsel, operations, and more in the ad tech, food tech, and reg tech spaces. She also brings her expertise to her seat on the board of directors at Outbrain.
Hear Nithya as she shares tips about leading in-house counsel through IPO and acquisitions, serving on a board of directors, dealing with personal tragedy during career triumphs, the importance of transparency for establishing trust and loyalty with your team, and more.
Diligent is the leading GRC SaaS company, empowering more than 1 million users and 700,000 board members and leaders to make better decisions, faster. The Diligent One Platform helps organizations connect their entire GRC practice — including governance, risk, compliance, audit and ESG — to bring clarity to complex risk, stay ahead of regulatory changes and deliver impactful insights, in one consolidated view.
Diligent will be at CLOC global institute next month! Be sure to catch their speaking session 'Elevating Entity Management' on the 7th and stop by booth 104 to discuss the ways Diligent can help streamline and automate your entity management at scale.
Read detailed summary: https://www.spotdraft.com/podcast/episode-37
Annual Compensation Report: https://salary-report.spotdraft.com/
Topics:
Introduction: 0:00
Planting the seeds of your legal career: 3:36
Moving into your first in-house role at AppNexus: 4:47
Running the IPO and acquisition process as GC at AppNexus: 8:29
Choosing to move on from AT&T after acquisition: 10:43
Taking time off before joining Olo as COO and CLO: 16:02
Running operations at Olo: 20:12
Offering practical advice to lawyers trying to take on business roles: 25:10
Working with private equity versus working in a public company: 27:47
Leading legal at Diligent: 29:58
Finding your way onto the board at Outbrain: 31:53
What you wish you had known as a young lawyer: 35:52
Connect with us:
Nithya Das - https://www.linkedin.com/in/nithyadas/
Tyler Finn - https://www.linkedin.com/in/tylerhfinn
SpotDraft - https://www.linkedin.com/company/spotdraft
SpotDraft is a leading CLM platform that solves your end-to-end contract management issues. Visit https://www.spotdraft.com to learn more.
Recommended
Transcript
The Humility in Leadership
00:00:00
Speaker
the leader of that group have a seat directly at our C-Team table so that information and strategy didn't have to get filtered through me. And I think sometimes when you take on a brand new function like that, it can be a little bit unnerving to have somebody that reports to you also sit at the table as a peer. And so taking on these new roles just requires a certain level of humility, to be honest, to take it on and to take on something new and know that it's new and it doesn't feel natural and comfortable.
Spotdraft Solutions for Legal Teams
00:00:42
Speaker
The abstract is brought to you by Spotdraft, an end-to-end contract lifecycle management system that helps high-performing legal teams become ten times more efficient. If you spend hours every week drafting and reviewing contracts, worrying about being blindsided by renewals, or if you just want to streamline your contracting processes, Spotdraft is the right solution for you.
00:01:02
Speaker
From creating and managing templates and workflows to tracking approvals, e-signing, and reporting via an AI-powered repository, Spotdraft helps you in every stage of your contracting. And because it should work where you work, it integrates with all the tools your business already uses. Spotdraft is the key that unlocks the potential of your legal team. Make your contracting easier today at spotdraft.com.
Introducing Nithya Das
00:01:31
Speaker
What should legal leaders know when navigating large M&A and capital markets transactions? How can those experiences prepare you to take on broader executive roles? And this is a question that I think a lot of listeners are going to be interested in. How can one go about joining a public company board of directors? Today, we're joined by my friend, Nithya Das, the chief legal and administrative officer at Diligent, the leading governance, risk and compliance platform for boards of directors.
00:02:01
Speaker
Nithya has experienced leading major transactions for companies across a variety of industries, including Olo's $1.3 billion IPO, where she was the COO and the CLO, and AppNexus' $2 billion sale to AT&T, where she was serving as the CLO and chief people officer. Nithya also currently serves on Outbrain's board of directors, which is traded on the NASDAQ. Nithya, thanks so much for joining us today on The Abstract.
00:02:31
Speaker
Hey Tyler, thanks so much for having me. I'm really excited for our conversation today. This is going to be fun. And we're going to talk a lot about work today and how you've been able to find new challenges and also had real accomplishments across each of this sort of executive level roles that you've had. But I know that you took a bit of time off before joining Diligent last August. Did you get to travel at all? Did you take a step back and relax?
Balancing Career and Personal Life
00:03:00
Speaker
Well, I didn't travel, but you know, one of the things that I remember one of my mentors really early on in my career told me was you always have to take time to stop and refill the gas tank. And so I was fortunate enough to be able to take some time off during the summer and spend a lot of time with my two girls and my husband. So definitely very enjoyable, but also got a chance to refill the tank before I jumped right in at Diligent.
00:03:24
Speaker
That's good. I think taking as much time as you can between jobs, I've taken like two weeks, three weeks, four weeks.
Early Legal Career Challenges
00:03:31
Speaker
I really think that you never regret that time. Let's put it that way. 100%. Let's go back to sort of the start of your legal career, actually to law school. Talk us through those early years where you wanted to become a lawyer. Did you feel like everything was smooth sailing as you were going through the early years?
00:03:52
Speaker
I think I've come to realize nothing is ever as smooth of sailing as you might hope and wish that it could be. And that's really where the fun exists, right? You find the fun and the best opportunities in those periods of uncertainty and change. So I knew that I wanted to be a lawyer for a very long time. I think probably since I did moot court in high school, I realized that I loved the power of persuasion and words and being able to argue and debate.
00:04:19
Speaker
And unfortunately, I got waitlisted from the law schools that I wanted to go to. I had to take a bit of a step back and try to figure out what is it that I really wanted to do. I spent a little over a year working as a paralegal at a law firm in the city in Manhattan, Scadden Arps. And it was a great experience. I think it really taught me customer service and attention to detail. And there are two skills that I still really value and cherish, both in the legal work, but also the non-legal work
Transition to In-house Role at AppNexus
00:04:47
Speaker
that I do.
00:04:47
Speaker
Your first in-house role was at AbNexus and you would go on to become the GC there. Tell us about how you knew it was time to go in-house and also did you choose ad tech or did ad tech find you? How did you figure out that ad tech was the place to do it?
00:05:05
Speaker
Well, that was back in 2011, and the New York City startup scene was very, very different than what it is today. There were very few startups that needed an in-house lawyer, much less a second lawyer, because I joined theirs as their second lawyer. The GC and I used to joke that we doubled the size of the legal department when I joined. So I decided to leave a law firm because
00:05:30
Speaker
I felt like being in the straight and narrow of a law firm and being measured by billable hours didn't suit the value that I was bringing back to the business. And so I wanted to be in an environment where I really could be more closely ingrained in the business and have an opportunity to grow outside of that lockstep year by year progression that you face in the law firm.
00:05:50
Speaker
So I decided to go in-house the law firm model. I was at Goodwin Proctor at the time. The law firm model was you really were serving as the outside general counsel for the companies that you worked with. And so I was looking for something very similar. And I'd love to say that I chose ad tech. But honestly, at that time, there were so few companies that it seemed like AppNexus had a great founding team. They had an experienced set of founders and C-level executives. They had a really strong set of investor backers with Venrock and Microsoft.
00:06:18
Speaker
And so it felt like, you know, a really great place for me to take that first step and a really solid general counsel there for me to learn from.
Expansion of Role at AppNexus
00:06:26
Speaker
And then you were able to ultimately become the GC and actually a little bit more and ask you a little few more questions about AppNexus. The first is really, you know, you were able to take on this GC plus role, GC plus chief people officer and maybe some other other things as well. Was that your ambition? Did the CEO ask you to do it? How did that come about?
00:06:48
Speaker
You know, it's funny, it really wasn't my ambition. Part of the reason why I went in-house was because of this notion of, you know, not necessarily knowing what was going to come next. I wanted to take a calculated risk. There's a great HBR article by Whitney Johnson about personal disruption and taking some calculated risks without exactly knowing that next step. And that's what AppNexus was for me.
00:07:10
Speaker
The notion of a GC Plus role was one that my CEO at the time, Brian O'Kelly, conceived of. We were sitting down and he said, I really want you to take on this GC Plus, and we need to figure out what the plus is. I looked at him and I said, well, Brian, being a first-time general counsel feels like a big enough job.
00:07:29
Speaker
as it is. Can I maybe just do that and see how it goes?" And he was very keen on putting people into a weight class, seeing if they could punch in a weight class above where they are. And that's something that I've adopted into my own management style and growth style for the people who work for me. I ended up moving into the general counsel role, but then beyond that, as you mentioned, moving into the chief people officer role, ran our corp dev,
00:07:54
Speaker
I was able to exec sponsor the company getting ready for an IPO. I ultimately ended up negotiating the transaction for the company's ultimate sale to AT&T and leading many parts of the integration. And it was a wild ride, but it was a ton of fun and definitely not one that I saw coming. And so it's always a big part of my advice to younger lawyers is
00:08:16
Speaker
You know, lean into the unknown and in those periods of uncertainty and change, again, that's where you're going to find the most opportunities. So just try to get really comfortable with it and learn from every single step of the journey. I want to hear a little bit more about that Corp Dev experience. As you mentioned, AppNex is planning for an IPO and then it ended up being sold or being acquired by AT&T.
00:08:41
Speaker
Um, we've had a couple of members actually of what I call the apnexus mafia on the podcast. Julia showman comes to mind. You were with working with a lot of really talented people, but tell us, tell us the authoritative version of the story. How did the sale to AT&T come about?
Strategic Pivot to AT&T Sale
00:08:59
Speaker
I haven't actually heard the term UpNexus Mafia until you mentioned it to me. I do have a WhatsApp group with many of those members of the UpNexus Mafia, and we trade some legal and business tips back and forth with each other, so that's pretty funny. I feel really, really, really lucky actually to still have that group.
00:09:16
Speaker
the authoritative version of the story. Jeez, I think that I am probably still bound by some duty of confidentiality. So I'll see how authoritative I can make it. We had decided that we wanted to get the company ready for an IPO. We spent about
00:09:32
Speaker
I'd say 12 to 14 months really getting our controls, procedures, and we think of it as people, processes, and systems. We went through that framework across people, processes, and systems getting ourselves ready. Around the same time, one of our board members, Brian Lesser, who was then the CEO of Group M and was sitting on our board because they were a strategic investor of ours, moved over to AT&T to run their advertising business. He was given
00:10:02
Speaker
a fairly broad mandate from an M&A perspective and called us and said he was interested in having us join AT&T. From a strategy perspective, AppNexus had always been the independent full-stack advertising platform, but we knew that it was really important that we have access to owned and operated inventory and to a data asset.
00:10:28
Speaker
know, path of being acquired by AT&T really, really symbolized to us what we were missing from the strategy. And so we pivoted off of the IPO track and moved over and started negotiating a deal with AT&T. And this is a huge transaction, you know, covered in Wall Street Journal media.
00:10:47
Speaker
Did you consider staying with AT&T for a long time and carving out a big role for yourself after the acquisition? What did that look like? How did you make that decision to ultimately move on and go try to find another tech company to work with?
00:11:05
Speaker
Yeah, the decision to leave AppNexus was really hard for me. It was a very emotional decision. You know, one of the things about my role at AppNexus is wearing that hat of chief legal officer and chief people officer, but I also was the executive sponsor of our women's network. I was leading our DEI strategy. It was really visible at the front line to our employees.
Leaving AppNexus: A Personal Decision
00:11:25
Speaker
And I felt a lot of personal responsibility to both having a successful outcome for the company, whether that was the IPO or the acquisition, because I knew that a lot of people had put their blood, sweat and tears into the company for a very long period of time. But I also felt a lot of responsibility for the acquisition being successful.
00:11:45
Speaker
I thought a lot about staying. I think for me personally, I did not feel like a Fortune 10 company environment was the one that I wanted to operate in the most. I like to be in fast-paced, high-growth environments. That gave me some pause. I can't remember if I mentioned this to you also, but my dad passed away between signing and closing the AT&T acquisitions.
00:12:10
Speaker
I still remember negotiating our executive packages during Father's Day weekend when I had gone to see my dad that summer. And he was really, really proud of the acquisition. I remember he called me one day and he said, did the AT&T acquisition close yet? And I said, Dad, it's confidential. Where are you? You can't just be talking about this. But he was
00:12:30
Speaker
My whole family loved DevNexus, like weird to say, but he was really proud of it. But when that happened between signing and closing, I went back and I said, it took a little bit of time off. I went back and I said to Brian, I'm going to get the deal done. I'm going to get it over the finish line. I'm going to land the integration, prioritizing the people integration side of the house, and then I just need to take some time off.
00:12:56
Speaker
And he understood that, and I think AT&T understood it, and they were really generous and kind to me on my way out the door. But so I ended up leaving there a few months after the deal closed when I felt like we had kind of landed the plane on steadying as many people into their new roles as we could.
00:13:14
Speaker
I didn't know about the loss of your father during that time. I think that that's something that a lot of folks struggle with. This was a big deal. Sometimes they just feel like their work is a big deal or some upcoming deadline or conference or
00:13:30
Speaker
deal that's going to close. They are totally integral to that. What did that look like? That sort of conversation with your CEO saying, I need to actually take at least a couple of days or a couple of weeks away at what seems like a pivotal moment in time for the business. How did you manage that?
00:13:48
Speaker
You know, I've always just tried to be as transparent and upfront about both my obligations, but also literally where I'm going to be. So, and not just to my CEO, but also to the team around me. And so, you know, I think one of the things
00:14:06
Speaker
that I've had the good fortune over the course of my career is being surrounded by really great teams. And I always say this to people, but you can only go so far in your own career as you, as the strength of the team that's around you. And so, you know, I try to create these, like, rising tides, lifts all boats sort of scenarios, right? If I'm going in my career, my expectation and my hope is that the amazing people around me are also growing in their career.
00:14:32
Speaker
But to go back to your question, having folks around me who I could say to, I remember it was early June of 2018, and my dad had a doctor's appointment in Philly, and I just felt like I needed to see him. And so I hopped on a train in the morning. I went to Philly. I surprised him at the hospital for his doctor's appointment, and I came back to Manhattan that night.
00:14:55
Speaker
And you know i said to our cfo our program manager on the acquisition the lead attorney the other person who is running running projects for me from our strategy execution team on the people front i said here here's where i'm going here's i'm doing any emergencies call me you know i was.
00:15:11
Speaker
online, on the train, and available. But I think that sort of transparency engenders loyalty to the people who have worked for me. And they know that if they needed to go and do the same thing, I will support them in the exact same manner. So as we go through our careers, especially within the legal roles, there are always going to be these moments of disaster situations that we have to deal with, big deals where there are pivotal things that are hanging on the line.
00:15:39
Speaker
And, you know, moments where you will have to reorganize your priorities. Certainly I do just as much of that of not being in a place where I want to be. But if you can look for those opportunities that matter to you and figure out how to, you know, how to work with the teams around you to juggle it. And again, make sure that you're doing the same thing back for the people coming behind you. I mean, I think, I think that's how you sort of make it, make it all work. Thanks for sharing that. You took a little bit of time off.
00:16:04
Speaker
before you joined Olo. Maybe others don't know this. You're about to have a baby at that point in time. And I want you to get the timeline right for us. When you were joining Olo, you weren't just joining as the COO. They were expecting that you were going to run an IPO process for them.
00:16:24
Speaker
Talk us through all of those things. How did they convince you to join? And then how did you manage all that? How do you manage having a baby at the same time that a company is steaming towards an IPO?
Joining Olo During Pregnancy
00:16:38
Speaker
Yeah, well, one of the things that I felt when I left AppNexus was there was a little bit of unfinished business. I had gotten the company so close to going public. We were operating as though we were a public company. We were doing earnings calls and earnings scripts. We had public company controls in place, but I had just not gone the last mile. And so I was really excited about the opportunity to help Olo complete that journey of going public.
00:17:05
Speaker
I think they had me when I saw that their conference rooms were named after avocado toast and baked ravioli. I'm a foodie by heart. I've had a food blog that I had been writing for several years, which has unfortunately taken a back seat to work and family now.
00:17:23
Speaker
Yeah, I'm a home cook. It's how I relax. In fact, when I was at Olo, the management team knew during every earnings call, I would cook a meal and my goal was to have it in the oven before the live Q&A started. So during the recorded remarks, I would cook.
00:17:39
Speaker
Yes, I loved the business model there. I felt like unlike ad tech, food tech was something that as a consumer, a B2B model really resonated with me. It felt like one where I could be very close to the product and the strategy in a way that
00:17:55
Speaker
had felt challenging sometimes in the role at UpNexus. And so I decided to make the jump to join them. And I remember when their then COO, Matt Tucker, called to make me an offer. I said, look, there's something that I want you to be aware of. I'm 13 weeks pregnant. I wasn't really planning on this. But I'd still love to join. But if this isn't going to work out for you guys, no hard feelings,
00:18:21
Speaker
You know, the IPO was literally, as you said, planned to happen when I was going to be having my younger daughter
00:18:28
Speaker
And part of the reason why I was so upfront with him is because I do feel like as a woman executive in technology, I didn't want to go work at a company where their answer was not something that was going to make me feel comfortable because again, a big part of my journey and a big part of my ability to be successful has been being able to really, it's a cliche, but bring my authentic self to work.
00:18:53
Speaker
And so if that meant having to hide being a mother, having these other obligations, obviously you can't hide having a baby, that was not going to work out for me. And he was really wonderful about it. Both Matt and Noah, the CEO, said, listen, you're the person that we want here for this job. We'll work around whatever it is, whenever it happens.
00:19:16
Speaker
And it's funny because still every year on my younger daughter's birthday, Noah, the CEO at Olo will send me a text saying, happy birthday to Alia. And he sends me a screenshot of a message that I had saying, hey, I know we have that legal due diligence call scheduled at 3 p.m. today, but I'm going to have this baby today so I won't be on the call. And sure enough, I think she was born at like 4 30 that afternoon or something. That's amazing.
00:19:45
Speaker
Quick announcement before I let you get back to the episode. Spotdraft just released our annual compensation report for in-house legal professionals. If you're wondering how your compensation compares to your peers across industries, years of experience, and more, make sure to check it out. Find it at salary-report.spotdraft.com or head to the link in the description. Now, let's get back to the episode.
00:20:12
Speaker
You ended up taking on the COO role at Olo. What all did that entail? How did that come
COO Role Responsibilities at Olo
00:20:21
Speaker
about? And also, what did COO mean? Because I think as I watch and talk to different GCs or legal leaders who end up taking on a COO role, sometimes it looks a little bit different depending on the business that you're in.
00:20:35
Speaker
Sure. So when I was at UpNexus, many parts of my role, I was running the legal team, I was running the people team, our corp dev team, and then I was running a lot of our cross-functional strategic initiatives. And I was pretty heavily involved in kind of running the operating cadence of the business. And I think you see a lot of general counsels taking that role on because so much of it starts at the board and the management team and then flows down into the rest of the company.
00:21:04
Speaker
And so when I went to OLO, I went there taking a more narrow role as the general counsel or chief legal officer, knowing that
00:21:13
Speaker
It was going to be a smaller scope than what I was leaving behind. And for a whole host of reasons for me, that felt right in that moment. But we used to joke that on my one-on-one list with Noah, I would always have growth opportunities for Nithya. And so he knew that I wanted to take on more. And I had said to him at one point, listen, I can do more.
00:21:34
Speaker
But I recognize like maybe the time isn't right now. And just know I'm on the bench ready to like be tapped in whenever you're ready. And so, you know, we had had some ongoing conversations about what would I want that role to entail. And this is something that, you know, again, I really encourage younger lawyers, like really own your career. What are the things that you want to be doing? What are the things that give you energy? Make sure that your manager
00:22:00
Speaker
whether it's a CEO, a CFO, a general counsel, make sure they're aware of those things and don't just assume that they know the things that you're good at or the things that you want to learn. So he and I had been having that conversation and when Matt Tucker, the one who I mentioned was our then COO had decided that it was time for him to retire and move on, no one knew that these were opportunities that I wanted to take on. And so COO for me meant continuing to run the legal department
00:22:30
Speaker
running the people team, the corp dev functions, so some things that I had done in the past. I was running our strategy and operations team, which was responsible for our cross functional initiatives from a program management perspective, but also that operating cadence that I mentioned. And then I took on our product and engineering teams, which was new for me and something that I was really nervous about because I had never done that before, but
00:22:57
Speaker
Noah asked if I could take it on and I had to step back a bit and think about what were the challenges that that team was facing and where could I bring in add value. And I realized some of it was in turning that team into just a highly scaled team that was capable of performing at the next level. And that was something that I had done with different teams at different scales in my past. And so I ended up taking that on as well.
00:23:26
Speaker
Let's talk a little bit more about that. That's actually really interesting. I didn't know that product and Eng fell into your remit.
Managing Unfamiliar Functions
00:23:32
Speaker
Did you feel like to have success there, you really needed strong sort of functional leadership under you? What do you think might have been a little bit different about taking on product and engineering as opposed to people or as opposed to corp dev or as opposed to strategy?
00:23:48
Speaker
The thing that was the most different for me was I didn't have a grounding in the subject matter expertise for product and engineering. I think in each of the other functions that I've taken on in my career, there's been some really close tie back to legal.
00:24:04
Speaker
Even if we look at HR, HR works really, really closely with the legal team on things like executive comp and equity compensation, employee relations, policy work. So that felt natural. Same thing with corp dev if you think about M&A and fundraising or IPOs, really close correlation back to the legal piece.
00:24:26
Speaker
So product and engineering was very different in that sense. In order to be successful in it, I felt like I needed that strong layer of senior leadership. The leader of that group have a seat directly at our C team table so that information and strategy didn't have to get filtered through me. And I think sometimes when you take on a brand new function like that, it can be a little bit unnerving to have somebody that reports to you also sit at the table as a peer.
00:24:54
Speaker
Yeah. And so, you know, taking on these new roles just requires requires a certain level of humility, to be honest, to take it on and to take on something new and, and know that it know that it's new, and it doesn't feel natural and comfortable.
Advice for Aspiring Legal Leaders
00:25:09
Speaker
You've offered some great advice. I love this tip around not assuming that your boss or manager
00:25:15
Speaker
understands exactly where you want to take your career or where you want to grow or sort of how much you're willing to push the envelope. I talked to a lot of folks, legal leaders who want to take on more, who aspire to be a COO or a chief strategy officer, maybe even in some cases a CEO. Any other practical advice that you would have for those folks as they try to position themselves to take on
00:25:42
Speaker
broader roles or maybe what I would describe as slightly more business roles. My advice for that situation is, you know, one, as I said, don't assume that the person that you're reporting to knows what you're doing, how you're spending your time and the value that you're at. So that's, that's number one. I think beyond that,
00:26:03
Speaker
you know i said make sure that they understand where you wanna get to what your aspirational goals are the third piece of advice that i would give though is like always be learning that is yeah my you know no matter what i'm asked to do within an organization.
00:26:19
Speaker
I will find a way to learn something from it. And I'll give you an example. Really early on in my career at AppNexus, again, I think a lot of general counsels do this. I was responsible for putting together the board deck. And I'd get these voluminous numbers of slides from people in sales and IT and product, like so many slides, so much information.
00:26:42
Speaker
And the lens that I was bringing to it was I had a strong understanding of the level of information and detail that a board member would be interested in seeing. But that meant that I then had to comb through their content and pare it back. And in order to do that, I had to read it. I had to understand it. I asked a lot of questions. What does this mean? Why are you saying this? Is this an issue? You know, I learned a lot from it.
00:27:04
Speaker
And so that's just one example, whether it's putting together board materials, sitting in meetings, like just making sure that you're listening, you're trying to understand, you're asking questions, and really understanding what are the business objectives? Why are we doing this? Where are we trying to get to?
00:27:20
Speaker
I've never been one to take that approach of that's not my job or that's not my issue. And so I think if you want to move into the business, kind of always having that approach, it also helps frame you internally as somebody who is a business partner. You're not just in the room as the lawyer, you know, you're really there as somebody who can add value to the business. And I think that ends up being like a great kind of way to transition into a broader or a different role.
00:27:48
Speaker
On that theme of learning or being curious, when you left Olo, you left a public company and a COO role, and then you decided to join Diligent, which is, I actually think, a really interesting company, and it's a large
Joining Diligent: A Growth Opportunity
00:28:01
Speaker
company. It does like 600 million in revenue, but it's private equity owned. There are some folks out there, I think, who once they make it to being in the position of being a public company exec,
00:28:13
Speaker
They're kind of like, no, I would never go back to the private world again. And I don't know, I think there might be some bias there. But talk us through that decision, right? Like, was that something that you wrestled with?
00:28:27
Speaker
Yeah, it's funny. I heard that recently from another general counsel, and it wasn't, it honestly wasn't part of my decision making process when I left Olo. I was thinking about what I wanted to do next. For me, I was thinking about what are the problems that I enjoy solving? Like, what are the challenges that I find to be fun and engaging? And
00:28:48
Speaker
What are I was looking for a company that I thought had a really interesting business model and a breakout product that I wanted to be working on that was kind of the second hallmark. I wasn't so focused on whether it was private or public means be honest in some ways.
00:29:04
Speaker
it's much easier to operate within a private company. I think that there are there are restrictions that you have on you as a public company executive and a public company operator that require you sometimes to move maybe more slowly or differently. It doesn't mean to say I wouldn't work in a public company environment again, but as you consider your career journey,
00:29:26
Speaker
I think it's much more important to focus on who are the people that I'm working with? What are the challenges that I'm working on? What am I learning? And what kind of company am I doing it in in terms of the ability for that company to be a breakout company? And to me,
00:29:41
Speaker
That's both the decision-making path that I used to decide to join diligent, but it's also the scorecard that I use when I check in with myself at the end of each six months or year to say, am I still enjoying what I'm doing? Those are the questions that I'm asking myself.
00:29:58
Speaker
And you've been there a little less than a year. Yeah, I've been here six months actually. Six months. Yeah. How's it going? That's great. I mean, like time is flying. I'd say it's a lot of fun. I did not, I thought that this would be the case, but I didn't have a full appreciation for how much fun it would be to work in reg tech, you know, working in an industry and in a company where
00:30:22
Speaker
the chief legal officer or the general counsel is the primary buying persona is a ton of fun because it means that you know not only am i doing the day job of running the legal team but i also get to work really closely with our sales team our product team
00:30:38
Speaker
I'm actually running a team here called the Diligent Institute, which focuses on creating educational and media content for directors and C-suite leaders. And so that's something that's new and different for me, but it plays to a lot of the things that I love in terms of community building, teaching and learning, being able to just develop relationships with different people across industries, both within the legal community, but adjacent to the legal community, thinking back again to our product strategy. So
00:31:08
Speaker
It's been a lot of fun. I love being back in a global environment and yeah.
00:31:14
Speaker
Soon you're going to have a podcast like this. I call it a year. I do. We do have a podcast, actually, Tyler, and it's called, yeah, Corporate Directors Podcast. I joke with the team that it's usually my Friday evening listening when I take my older daughter to tennis, which I know sounds like so nerdy and dorky, but I love it. I am a governance geek at heart is one thing that I have really come to realize about myself since being a diligent.
00:31:39
Speaker
But yeah, so we're going to have to, we're going to have to figure out, turn around is fair play. We got to get you on our podcast. Fantastic. And that's actually a great transition into like the next just few questions that I've got for you, which are about your own board service.
Board Opportunities and Networking
00:31:53
Speaker
Yeah. On the board of Outbrain. It's an ad tech company. How did they, how did they find you? I think that's the, that's the big question that a lot of folks have out there is like, how do I get found for a public company board?
00:32:05
Speaker
Yeah, so I joined the Outbrain board and their comp committee in February of 2023. So just as I was starting to leave, Olo and Outbrain found me through my former CEO, Brian from AppNexus. And they were looking for somebody who had a strong background in public company governance, compensation and diversity, equity and inclusion. And so
00:32:31
Speaker
that sort of fit a lot of things in my background and things that I'm passionate about. But I think really the way that they found me is that when I left at Nexus, I said to Brian, one of the things that I would like to do next is serve on a board. And so if you hear about any opportunities, please let me know. I think, in fact, he had said to me, how can I help you in whatever this next journey entails? And so I always say to people, if you want to be a board member,
00:32:58
Speaker
don't just assume that somebody is going to find you. You need to tell people who have access to the people who are looking for board members that you want to join a board. And so that might be your CEO. It might be your own board directors who you have a close relationship with. It's venture capitalists who sit in these boardrooms and very often know that there is a need for a new director before maybe it's really even known that they need a new director.
00:33:26
Speaker
Make it known that that's an opportunity that you want. And then be able to really clearly articulate what your value add is to a board. How are you going to positively impact this board? And I think those are kind of two of the biggest tips. And then beyond that, make sure your LinkedIn tells your story accurately. I think that's something sometimes also people take a little bit for granted.
00:33:52
Speaker
My understanding, and you and I have talked about this a little bit before, and actually I had a conversation with someone else on Lisa Harrington on an earlier episode of The Abstract about board service. My understanding is that there's a different sort of resume, often like a board bio that they ask you to prepare.
00:34:09
Speaker
The interview process looks a little bit different. Any other tactical advice, maybe once you have a lead on a board seat that you would offer folks, especially maybe women, that a lot of boards are looking for really qualified women these days to join their boards. Any other practical tips that you'd have about navigating the process around this?
00:34:34
Speaker
Getting to know the management team, the CEO, the CFO, and the general counsel really well, make sure that you feel like they are operators that you're going to feel comfortable working with. Getting to know the rest of the board. It doesn't have to be a set of one-on-ones, and it doesn't even necessarily have to be meetings that happen before you accept the board seat. But getting to know those folks and understanding the culture of the company and the culture of the board is really important because
00:35:04
Speaker
if you decide to move forward and join that board, and this is a group of individuals that you're gonna be participating in on decision-making, and it's probably one of the most important jobs, and so you just wanna really make sure that you understand how that group operates, and then think about how you're gonna onboard yourself to the board, and they may not have a plan for you. So you might, you know, especially if you're one of their first new independent directors, you know, you might have to help shape that plan yourself, and so having some resources,
00:35:34
Speaker
at your study to do that. And I would be remiss if I didn't point out that these are all things that my team at Diligent can help you do. This has been a really great conversation, Nithya. I've got one last question for you, something I like to ask most of, if not all of our guests. And that's, you know, if you could look back on your days early on as a lawyer, something that you know now that you wish that you'd known back then.
00:36:02
Speaker
You know, I guess that I wish I had known how many different paths the journey of being a lawyer could take you down.
00:36:11
Speaker
I think I, you know, I set off being a lawyer thinking that I wanted to work at a law firm and becoming a partner there. And I didn't, I didn't have an appreciation for how diverse and rich the career could be and how you could navigate into the business. And so I think, you know, as a young lawyer, maybe just having an appreciation for that would have made me be more open to some of the different opportunities and learnings along the way.
00:36:40
Speaker
then maybe it took me a little bit longer to get to that place. I wish I had also known just a little bit more about what it would be like to work in a company. I think it's really hard for young lawyers to have an appreciation for that because so many of the internship opportunities are limited, but it's a really fun seat to sit in. Yeah, I wish I had a sense for how much fun the journey could be. Understanding all the different paths that might be out there in a nutshell, I think is the theme of
00:37:09
Speaker
of this podcast. So I'm glad that that's your candid on the spot answer. Yeah. Well, thank you. Thank you again for having me on. This has been so fun. Thank you so much for joining. And to all of our listeners out there, thanks so much for tuning into this episode of The Abstract. And we hope to see you next time.
00:37:32
Speaker
If you enjoyed this episode, I'd recommend that you give my interview in Season 1 with Janessa Stout, COO of Tally, a listen. We talk about transitioning from being a GC to leading larger teams as a COO. You can also subscribe so you get notified as soon as we post a new episode. And if you liked this one, I'd really love to hear your thoughts, so leave a rating or a comment. If you'd like to reach out to us, our LinkedIn profiles are in the description. See you all next week.