His passion for variety and using the law to come up with creative business solutions is a big part of what keeps his spirit youthful in his current role as head counsel at Best Buy Canada Ltd.
Given his professional background and interest in sales, computers, technology, commerce, and intellectual property law, he seems custom-made for the role. Best Buy was a client when Gouglas was practising in Vancouver at Borden Ladner Gervais LLP 11 years ago.
At BLG, Gouglas practised as a solicitor in corporate commercial law, with an emphasis on technology and intellectual property. When an opportunity came up for him to move to in-house counsel, he accepted it with the enthusiasm of a young boy in an electronics store.
“I was doing some work for Best Buy and then Catherine Smith, who was the company’s sole lawyer and head of the legal department, asked me if I wanted to come over,” Gouglas recalls. “I always knew I wanted to ultimately go in-house.
“Coming from a commerce background, it seemed to me a natural fit. Best Buy was and is a very dynamic company in a very interesting industry. All through university, I worked for the computer resource centre, and I worked at IBM for a number of years. There isn’t a guy I know in the world who doesn’t want to work for a Future Shop and Best Buy just for the toy aspect.”
Since Gouglas joined the company in 2002, Best Buy’s legal department has expanded to five lawyers, a privacy manager, and three paralegals. As a team, they cover a wide variety of assignments that span a number of different areas of the law.
Typical legal work includes contracts and advertising. The team also deals with compliance issues, including antitrust and foreign corrupt practices work, health and safety issues, as well as the effects on Canada of the U.S. Sarbanes-Oxley Act. There is a government relations aspect to the work, in which Best Buy counsel review upcoming laws and provide commentary and try to influence the shape of the amendments. Also, the team is engaged in areas such as intellectual property, product compliance issues, import-export issues, and employee relations.
“Every day is different,” says Gouglas. “There is a constant stream of legal issues, which is why I really enjoy the work.”
Is there a qualitative difference between the work at a law firm and that of an in-house counsel? As Gouglas describes it, imagine the difference between appearing in a tightly scripted play and improvisational theatre.
“The work at a very large firm becomes very specialized,” he says. “The one thing I found was that it was almost like being at a play. If you were doing some sort of licensing agreement negotiation, you would know what the other side is going to say. You would know how you were going to respond to that, and then you would know what they were going to say to that. It’s like going through the script of a play. That’s really not how I am wired.”
Gouglas is wired for an atmosphere of controlled chaos. It’s perhaps telling that, when asked about his interests and accomplishments outside of law, he said he is proud of his time doing search-and-rescue work as a station leader for the Coast Guard Auxiliary in Deep Cove, B.C. Now the organization is called Royal Canadian Marine Search and Rescue. “We have three kids, so I am not out driving the boat anymore, but I am on the board and the executive of RCM-SAR which operates 46 stations along British Columbia’s West Coast,” he says.
Gouglas lives in West Vancouver with his wife, Vanessa, and his three children, Nathan, 9, Lauren, 6, and Madeline, 3.
He took a sales job after graduating from Queen’s University with a commerce degree, and was transferred to Vancouver in 1994. He left sales to enter the law program at UBC, graduating in 1997. He subsequently was hired on at the law firm Douglas Symes & Brissenden, where he spent three-and-a-half years doing venture capital and technology work for IT groups. “The IT world was really exploding at that time,” he says. “It was before the dot-com bubble and there was a lot of opportunity in that space. It was a very dynamic area to be in.”
Alas, like so many of the dot-com era IT companies, Douglas Symes also collapsed. When that happened, Gouglas went to BLG, where he spent two years doing deals and licensing agreements with small technology companies and handling intellectual property and IT matters for larger corporations. Then he moved over to Best Buy.
Gouglas says he has enjoyed the dynamic work environment at Best Buy from the very moment he first walked into the place.
“When you walk into Best Buy, there is a cafeteria with 1,100 people. There is this buzz, this noise that goes on that’s very different than being in private practice. It is a good energy, but very different.”
The approach to law is different, too. “An in-house counsel has to be solutions-driven,” he says. “People aren’t as interested in the background legal analysis of an issue. What they really want are solutions to problems. If you are good at finding solutions to problems in a wide range of areas, then you will be a good in-house counsel.”
The answer doesn’t always have to be legal, either, he added. “There’s a favourite expression of mine: ‘If all you have is a hammer, then every problem looks like a nail.’ You can’t always pull out the legal hammer. Sometimes there are completely different solutions.”
For example, legal compliance might require a vendor to translate and reprint a product card inside a package. A non-legal solution to avoid the cost of reprinting the translation — without running afoul of compliance rules — may be to simply ask if the insert is really required. If not, then get rid of it. Problem solved.
How often do Best Buy’s legal solutions employ the use of outside counsel? “If there’s any way that we can do something in-house, we would,” he says. “One example of when we might require external counsel would be litigation occurring outside of Vancouver. Also, for very specialized work, we might require legal assistance — for example, tax, or something like that.”
As for burning issues currently facing in-house counsel, he says compliance laws are certainly a hot topic right now, as is the subject of legal fees with outside counsel.
Especially hot right now in compliance is the area around advertising and “ordinary selling price” issues. “One of the biggest issues for years has been: how do you make savings claims?” he says.